Where My Demons Hide
by PosionQuill
Summary: An AU, where a huge intergalactic battle has broken out between the galaxies, and Earth, along with many other planets, has been torn by war. Gwen was taken from her family to serve in the army. Rook was sentenced to death for a crime he didn't commit. And Ben has been cursed with powers beyond his control. Can these 3 stop the war before everything is destroyed...?
1. Chapter 1

**Hello, dear children. **

**This, unlike my other fanfics, is not a one-shot. This is supposed to be an on-going thing, and if I get a good response from you lot, I will complete this story. So, tell us what you think and whether or not you would like to see more! I hope you enjoy :)**

**Love from, The Panda**

Where My Demons Hide

Chapter 1

War raged on in our galaxy, as it had done so for years before, and it was assumed that it would continue for many years after.

There was peace once, before the creation of the Omnitrix. Of course, there were disagreements between planets, even outright hostility, but there wasn't such war, such devastation, before the invention of the technologically advanced piece.

You see, when the Omnitrix was brought into being by a team of scientists (including Azmuth the Galvan and even Maxwell Tennyson, in his younger years), its intention was not to be used as an offensive weapon, but rather as a shield for others to defend themselves with. The Omnitrix, I might add, is not a "watch" (though it may be in your universe; it is a genetically engineered enzyme.

When a cocktail of chemicals are bonded together with a very specific flow of radiation, the enzyme is produced. Once the enzyme fuses with the DNA of a living being, it multiplies and becomes part of that being. Once the new combination of DNA is collected, the enzyme (holding the data of the being it was originally fused with) can be fused with yet another being - just as long as its new host is of a different species. Now fused with the new enzyme, the new host can shape shift into the enzyme's original host, and can change back and forth of their own free will (after some practice, of course). Basically, the enzyme is a memory cell that can mimic other cells. However, if the enzyme is left without a host for too long, it dies and cannot be restored. It needs a host to live. What the scientists also discovered was that, while alive, the enzymes had incredible regenerative abilities. It could heal wounds, cure disease and even rectify genetic disorders.

For years and years, research was poured into what was called "Project Omnitrix", which aimed to discover how this enzyme worked. It could be used to cure illnesses which were currently incurable such as cancer and cystic fibrosis, can be used to research different species, and could also be used to "upgrade" soldiers. The idea was to collect the DNA of as many races of beings throughout the galaxies and use the final enzyme, packed full with the genetic data of many beings, and fuse it with an army of military volunteers, thus creating a new-age legion of super-soldiers to guard and protect the planets.

Though, of course, it was never that simple.

In theory, the idea was brilliant. But as hard as the scientists may have tried, the experiments just didn't work on the samples. They tried and tried to get the enzymes to grow on many different samples of alien DNA, but it died after a few days. The only DNA sample that lasted for any significant amount of time was the human DNA. While all other samples died in usually just 36 hours (give or take a few minutes), the enzymes growing on the human DNA lasted for a considerable 10 days. Realizing this, the scientists found that they had to test it on a living human being to be certain that it could really work. However, it was deemed as unethical and dangerous, and most believed that the development of Project Omnitrix should be banned, and that the team should be shut down.

So, Project Omnitrix had no human host to test the enzyme with.

Around the universe, many leaders argued with one another, outraged that Project Omnitrix was even allowed to exist in the first place. Some blamed the backward workings of Earth residents, while others blamed other aliens for giving them the data to proceed. Hostility grew between the races, none willing to take the blame for the creation of the Omnitrix. Meanwhile, Project Omnitrix found a human host they could work with...

_7 years later..._

"Grandpa!" Ben Tennyson stood up from his seat, and ran over to his grandfather (an over-weight man in his 60's, with silver hair and a recognizable red shirt printed with a Hawaiian floral design). Ben Tennyson was a 16-year-old boy who was very close to his grandfather, with bright green eyes and shaggy brown hair.

At that current point in time, Ben was living with said grandfather, whose name was Maxwell Tennyson (though he preferred to be called Max). And at that current point in time, Ben had been sitting in a sterile white waiting room outside a locked door, though he hadn't been told what he had to wait for, which was incredibly frustrating. Maybe now his grandpa had come back through the door, he would actually be told what he had been waiting so long for.

He dashed across the room and into his tired grandfather's arms for a hug, before withdrawing and standing a comfortable distance away. "So," he began, "Are you _finally_ going to tell me why I had to wait here for so long? Seriously, I've been waiting for way too long now!"

Max looked at his energetic grandson. "Ben, you're being transferred to a new location."

"You mean I'm being evacuated?" He replied, raising an eyebrow, "Will Mom and Dad be coming this time? Is it because of the war? Which I still don't understand - "

"Whoa, there, kiddo." Max laughed, stopping Ben's bombardment of questions mid sentence (which, to be honest, was the only way to get a word in with Ben sometimes). "Yes, it's an evacuation of sorts, but probably not the one you're thinking of. You're just being relocated, because quite frankly this place is too dangerous for a kid - "

"But I have the Omnitrix - !"

"That's not the point," Max spoke over him, "And yes, you're parents will be going with you. You'll meet the when you get there." He held his his hand up before Ben could even begin with another response, "your things have been packed and you'll be taken on a ship, which has already arrived. That's what we've been waiting for."

Ben didn't say anything as he processed the sudden information, and he looked at his feet as he thought through it. Then he looked up at his grandfather, and with a faint trace of timidity in his voice, he asked, "will you visit us soon?"

"Sure thing, kiddo," Max smiled, "As soon you've settled in, and as soon as I get some time off, okay?"

Ben knew what Grandpa Max meant when he said "as soon as I get some time off." What he really meant was "I won't be seeing you for a good few months, but you should be able to occupy yourself for half a year, right?". But there was no point in mentioning it, because it wouldn't change anything. So Ben just smiled back, and answered, "Okay, then. Is the ship outside?"

"Yeah." Then, confusingly, Grandpa Max had a strange look of sadness in his eyes as he pulled his grandson into an unexpected hug. "I love you kiddo." He said.

Ben, shocked, simply decided to roll with it, and hugged his grandfather. "I love you too, Grandpa Max."

Max pulled away, and with a smirk, he joked, "Now go on, kid, get lost." And gestured to the now-unlocked door from which he came from.

Ben threw the door open, and bolted into the room head-first, as he always did. The room that greeted him was fairly large, with cream-coloured carpets throughout it. There were no windows, which was weird. There was a coffee table set up in between a lilac sofa and plasma TV. Behind the sofa was a medium-sized dining table and en suite kitchen lined up against the walls (which were embellished with dark beige wallpaper).

There were 2 metal sliding door on each side of the room, one of which Ben had discovered led to a little bathroom, equipped with baby blue walls and a sleek, silver-tiled floor. The bathtub was metallic and smooth, with a matching shower. The style was consistent with the toilet and sink, which had a thin, circular mirror hanging over it, and a silver cabinet over the bathtub that matched the floor. _Pretty neat_, Ben thought.

He wandered back into the living/dining room and went through the opposite door. It led him to a bedroom not much bigger than the bathroom. The walls had metallic green wallpaper, with a bed just big enough for Ben, with black bed sheets and blankets. The only part of the bed that wasn't black was the pillow; it's green hue matched the wallpaper. On the opposite end of the bed, a wardrobe made of what looked like cherry wood stood, taking up a lot of space. A large, shiny green suitcase full of Ben's stuff was lying on the bed. Again, there were no windows.

Then, suddenly, the entire apartment moved, making Ben trip and fall on the bed. The familiar sound of spaceship engines starting up and the feeling of floating made Ben realize that he was already on the ship transporting him to his new location. Ben scowled. It was just typical of his grandpa to trick him into going straight onto the ship without so much as telling him where the hell he was going.

Cursing a little under his breath, Ben sat up properly on the bed, and decided he might as well find some way to ease his boredom until the ship got to wherever he was going. Maybe there was something on TV...


	2. Chapter 2

**Hello, dear readers.**

**I discovered that the first chapter contained a worrying amount of spelling mistakes. So many... -_- But worry not! For I have managed to get my lazy arse to use Spell Check! So, I no longer have any excuses for spelling mistakes. **

**Anyway, I hope you enjoy this next instalment of "Where My Demons Hide"! The reviews were encouraging, and a few more wouldn't go amiss...*hintety hint hint*.**

**Lots of love, The Panda**

Chapter 2

The hospital wing at Plumber HQ had been unusually empty lately. While it was still busy, it just wasn't _as_ busy.

Gwen Tennyson had become used to the disinfected halls, waiting rooms and surgery department being filled with the sounds of people bustling about, and was no longer accustomed to having many free hours. Being idle just wasn't something she did. As a doctor (and, unsurprisingly, a very good doctor), being unengaged in activity normally meant you were doing something very wrong.

Due to having to adjust to such a frequently occupied schedule, the current lack of action made Gwen feel uneasy, and she went about her daily business as though she was walking on egg shells. She certainly didn't like the feeling, which was for sure.

Just as the war began, Gwen had been planning on graduating from school, and going further in her education. Then, the Milky Way army were losing soldiers, and before she knew it she (along with more than half of the students in her year) were taken out of school and made to work in the army, human or otherwise. Gwen herself would have been a soldier, had she not have had the opportunity to sign up in the medical department before all spaces were taken. Maybe the fact that her grandfather was a former Magister that allowed her to make an easy escape out of the military unit, maybe she was just lucky, but for whatever reason she was glad to be where she was instead of where she could have been. In the years she had spent in the hospital wing, she had treated several students she recognised from her old classes. Some had survived the war so far, others...

...hadn't been so lucky.

So, the days had become a little quieter, with fewer operations to be performed and more patients being discharged. That was until late in the afternoon, a few hours before Gwen's shift was over.

She had come out from a surgery room and into a long, hollow hall, after cleaning herself up after a rather long operation on a patient's leg, when she heard the wailing of a young man in pain. From the far side of the hall, the automatic metal doors slid open silently as several men wheeled in a hospital bed with the man (no longer yelling but still in obvious pain) laying stiff and restless on the sterile sheets.

Gwen ran over to the table, joining the men wheeling him until they reached the closest empty surgery room.

"What's the problem, Spanner?" Gwen asked one of the others (the only one whose name she could remember at that time).

"Quite a bad weapon malfunction, Dr. Tennyson" the one named Spanner answered as they looked down at the battered and bruised young man below them, "tried to absorb an unpredictable substance. It seemed to have corrupted him somehow."

"So he's an Osmosian, then?" Gwen replied, wiping away a few stray strands of jet black hair from the guys' face. He opened his eyes at her touch, and they made eye-contact for a second. But then, another wave of pain erupted from the wounds covering his body, and he scrunched his face and yelled out in distress.

"Only partly." Spanner answered as they prepared the equipment and the decision for which form of treatment would be best. "I checked the files when he got here. Surname's Levin. He must have messed with some Galvan tech."

She went to inject Levin with the anaesthesia, but he went to struggle (obviously – you would if you were disorientated and injured). "Levin, please hold still!"

"Who the hell are you?!" He tried to get off the bed and thrashed around dangerously as she, Spanner and another doctor tried to hold him down. "How the hell do you know my name?! Where am I-?!"

At this point, Gwen saw no other alternative. Using her mana, she forced Levin down onto the bed, keeping him still while she anesthetized him. He remained stunned and silent, until the drug worked its way through his blood stream. His eyelids drooped over his onyx eyes. Finally, he relaxed, and Gwen let go of him.

. . .

Kevin Levin awoke, and was greeted by the sound of ceiling fans rotating, and machines buzzing and humming like a nest of bees. The anaesthesia which had been shot into him still had a bit of an effect on Kevin. This made the nearby beeping of various automations sound dull, and most of the other noises blended in with the background. The only thing the drugs didn't numb was the painful pounding in the back of his head.

While he could make out certain objects (such as a metal door, a fluorescent light, and what looked like a digital clock), the rest of the room appeared to be consisted of white and greyish blobs. Kevin tried to see if he could sit up, and fortunately the drugs had worn off to the point where he could move without any pain (mostly).

"You probably shouldn't do that."

Spooked, Kevin's head whipped around to the left where the woman's voice came from. Though slightly blurred, he saw the outline of a young woman with striking red hair which no amount of blurring could fade out. As she approached, Kevin could finally see her. She carried a clipboard stuffed with paper, which she held close to her chest. Her hair, as mentioned, was orangey-red and put up in a high ponytail, and she had bright green eyes and full lips. She was clearly young, yet she held a mature grace about her. The young woman wore a light blue blouse with a white lab coat over it. A black stethoscope hung around her neck, and she sported a black mini skirt with what looked like stockings. Overall, she was very pretty, whoever she was.

"And why shouldn't I do that?" He asked cockily.

She wasn't amused. "There are sensory monitors on the bed. If you move too much, a team of doctors – all equipped with enough anaesthesia to keep you knocked out for a week – will be alerted and will be down here before you could start any trouble."

That was...fair enough. "So...how much space do I have to move before the monitors go off?"

"About an inch further than where you are."She looked down at her clipboard and moved to check a droning machine in a corner of the disinfected, white and silver room.

Drooping his shoulders, Kevin leant back on the bed, crossing his burly arms. He looked down to notice a tube coming from his right arm and plugged into another large, metal device. A crimson liquid appeared to be flowing through it. Picking it up with his left hand and twisting it with his fingers, Kevin inquired, "What's this?"

Without looking up, the young lady answered, "It's cleaning your blood. Any potential infections or otherwise will be cleared out while any vaccinations you may not have had are being put in. So, you may feel pretty sick for the next couple of days."

"Oh, great." He muttered sarcastically.

Then, she walked over to him, and leaned on the bed. She regarded him as he regarded her. "I'm Dr. Tennyson, and I, along with a few others, will be treating you while you stay here. Do you wanna tell me what happened, Mr. Levin?"

He smirked at her as he sat up again (though not as high up, so as to not set the monitors off), "You can call me Kevin, babe."

"And you can call me _Dr. Tennyson_." She snapped, taking him by surprise. "Now," she said, a little more calmly, "do you want to tell me why you're here?"

He looked away, his arms still folded. After a while, he shrugged, like a small child being caught doing something bad.

"_Kevin_."

"Okay, maybe I was just messing around with some stuff."

"And why were you doing that?" Damn, she sounded like a school teacher. But still, Kevin felt compelled to answer, despite himself.

"I...guess I wanted to impress my friends or something..." he trailed off. He hated being interrogated.

"Maybe you shouldn't be hanging around people who'll only be impressed with a party trick." Her voice was softer, only slightly, but still. He looked at her and barked, "Are you here to medicate me or lecture me?!"

"Both." She said, but the smile peaking at the corner of her mouth was clear as day. So, instead of retaliating angrily, Kevin found himself chuckling. "Whatever, _Dr. Tennyson_."

He heard the quiet giggle escape from her before she composed herself. Dr. Tennyson got up and began walking towards the door. "All signs are normal. Temperature and heartbeat's pretty good, and no complications with your blood. I have some work to do, so try occupying yourself without blowing anything up. I'll be coming back in to check again in an hour or so."

"Looking forward to it, Dr. Tennyson." Kevin remarked.

She looked back to him, "If you need anything, just press the button to your left," she gestured, "either me or another doctor will come in to check on you. But it will probably just be me."

"'Just' you?" Kevin winked at her.

"Goodnight, Kevin."

And she walked through the automatic metal door.

Gwen wasn't accustomed to people flirting with her, but perhaps she could get used it.

**And there we go!**

**I hope the Gwevin chemistry was satisfying enough for you guys. And my apologies if this took a while. There isn't going to be an exact schedule for when each new chapter is released, but I assure you that I won't post like 3 chapters in as many days but then disappear for a month. So stay tuned! Though I must warn you, the story won't have such a happy vibe for long.**

**So, we've had an opening chapter for Ben, now Gwen.**

**I assume you can guess who's going to be the focus of chapter 3...**


	3. Chapter 3

Rook Blonko Magister Coronach Pierce Wheels Helen Wheels Manny Armstrong

**Hi! I'm back!**

**Now, I know I said there wasn't going to be a schedule, and there isn't. Any patterns in me releasing each chapter is a coincidence. I just really like this story, and I can't help getting lost in it. Writing this has proven to be a lot of fun. You may have noticed that this chapter is a lot longer than the others. I'll tell you now that we aren't even close to finishing Rook's intro. I don't know why his intro into the story is so long, but whatever.**

**I should tell you this, though: The innocent, happy vibes end here. And it gets pretty dark, pretty quickly. And, if you're squeamish when it comes to horrible stuff, I suggest skimming through the library scene.**

**Reviews have been good. Keep 'em coming!**

**Love, The Panda**

Chapter 3

It was nearly the end of the morning, and the hallways of Plumbers' Academy were, as usual, buzzing with the kinetic activities of the students who resided there. There was nothing unusual about that particular day, as far as Rook Blonko was concerned. All the classes which had been attended thus far on that particular day had been uneventful, and there had been no drills of any kind. Yet there was still an odd chill in the air that apparently only he could detect. He tried to shrug off the feeling, but there was something tangible in the atmosphere that followed him around, and made his fur stand on end. Like the silence before a devastating storm, the strange _something_ seemed to be a harbinger of things to come. He didn't like it, and what was stranger was that nobody else seemed to notice it. That annoyed Rook more than it disturbed him. Why was he the only one who noticed this? Was it just his mind paying tricks on him? Or perhaps the cold remains of a forgotten nightmare, wanting to be brought back to the front of his mind? Whatever it was, it didn't seem to be leaving any time soon.

"Rook Blonko!" He heard someone call from behind him. He turned to see Magister Coronach, a green-skinned man with black eyebrows and pointed ears, striding over to him, with a few students trailing behind.

"Yes, Magister?" He answered, formerly.

Magister Coronach was now about a few feet from him, the students crowded slightly a respectable distance away.

"These kids have just been transferred here. The big guy's name is Manny Armstrong, the young lady is Helen Wheels, and that's her brother, Pierce." He gestured to the 3 students one by one, first to the Tetramand, then the Kineceleran and finally the thorny-looking boy. I'd like you to give them a bit of a tour around, and show them to their dorms. If that's okay with you."

"That will be fine, Magister." He had a free period, now, anyway. "Will that be all?"

"Yeah. Thanks. Kids," Magister Coronach turned to them again, "This is Rook Blonko. Probably one of the best students I've taught. He'll be showing you around, and I want you to treat him with respect, as you would treat me. Is that clear?"

"Yes, Magister Coronach." They all said in unison. They were clearly nervous, even though they held their calm exteriors. Rook could understand why they were so nervous; he had been the same when he had begun training here, as a 1st Year student. With time, they will be able to adjust. Or rather, they will learn to adjust. Getting a place at Plumbers' Academy was nothing you get by being half-hearted; you just don't drop out of a place like the Academy unless you are deemed unable to attend.

"Well, I'll leave you to get on with it." And with that, Magister Coronach walked off to attend to his usual business.

"Well," Rook said to the younger students in front of him, "I am Rook Blonko, and it is very nice to meet you all. Are there any questions you wish to ask me before we begin?"

"Yeah," said Manny, "when are we gonna get to kick some alien butt?"

"Manny!" Helen hissed at the eager Tetramand.

Rook allowed himself to laugh a little at Manny's enthusiasm. "First years do not really get involved with kicking other aliens' rear ends."

"Oh." Manny said, clearly disappointed. "So when do we start kicking butt?"

"_Manny_ - "

"Sorry about him," Pierce apologised, "he's been dying to get involved in the action since before we got here."

"It is fine." Rook explained. "He would not be the first. Are there any more questions?"

"Is it true what they say about the war?" Helen suddenly asked. "I mean, everyone's saying the Galvans created that thing as a WOMD, right?"

"I would rather not get involved in that debate. The most I have heard are rumours, so I would not wish to hand out false information, even by mistake."

Helen looked as though she wanted to know more, but instead she accepted what he said, as she didn't wish to push him for an answer.

"So, let us begin the tour." Rook spoke, and they headed down the hallway.

They continued on, with Rook pointing out certain classrooms and offices. The chilling ambience still hung in the air, and as much as Rook tried to ignore it, the feeling began to slowly grab onto him, and creep up his spine, latching onto his bones.

After a few flights of stairs, they reached the massive library. Shelves were piled high with books, old and new. Technologically advanced computers and other forms of gear (well, only the types you'd actually need in a high tech library) were attached to desks and walls. The walls were battleship gray, but not reflective. Huge, ovular windows revealed the galaxies around them, and blue, glowing orbs hung from the metallic ceiling, lighting up the room. The floor was made of rose-quartz marble. Overall, the entirety of the library was stunning. This was one of the reasons why Rook enjoyed studying in here. It was spacious, and there were so many books to choose from. A lot of the time, you didn't even need to use the extranet.

The moment Rook stepped into the library was the moment the storm hit.

A white, glowing light appeared some metres away from them, gleaming quite beautifully. It looked wonderful, but there was a strange coldness emitting from it. Instinctively, Rook held his arms out, backing the younger students away from the light. Whatever it was, it was not good.

If he squinted, Rook could very nearly make out the outline of a person. A human, at least. Though it was difficult to tell if his mind was just making him see what wasn't there. Students and professors alike stood up, some in wonder of what the light was, others backing away from the cold fear that emitted from the light.

Then a mysterious, icy wind abruptly picked up and swirled around the light like a tornado. A desk was lifted off the ground and began to swing with the wind before being catapulted across the room. A few people began screaming, and everyone was one their feet at once.

"Run!" Rook yelled to the 3 now-very-frightened students. However, as soon as they turned to sprint out of the doors, the wind grabbed at their legs like tendrils of mad anger and threw them all across the room.

Rook was slammed against a wall, knocking the air out of him. His Proto-Tool was flung far out of his reach. He tried to stand, but his light-headedness seemed to glue him to the floor.

He managed to raise his head enough to see Helen among several other students knocked repeatedly against the ceiling and floor amidst a sea of screaming terror. From the way some of their bodies flimsily moved, a few were already dead.

Rook knew he had to get up. He had to move. He had to get out of there. If he didn't, he would die. Why weren't any professors or Plumbers coming to help...?! Where was everyone? The one time it wasn't a drill...the one time people were actually dying..._where the hell was everyone?!_

He ran across the room, faster than he had ever run before. Against the now-demonic wind, he continued. He was almost there...

His foot barely brushed the floor outside the library, however, before a desk was slammed into him.

Everything went black before he hit the ground.

. . .

Calm, soft darkness welcomed Rook back into consciousness.

He felt something weighing down on him, though. Without opening his eyes, he reached out to brush it off, whatever it was. The material was hard, cold and smooth. Like steel. He finally lifted his black eyelids to see how to actually get it off. The thing on his chest was metallic, but surprisingly light.

After he pushed it away, Rook rolled over to try and get up. There was still some feeling in his legs, which was a good sign. Next to his head, he saw that Manny was lying next to him. Well, Rook made that assumption, because Manny's arm was so close to his face that it blocked the rest of the room.

"Manny, can you hear me?" He called out.

Silence haunted the room.

"Manny...?" He pushed himself up off the ground, and realised why Manny hadn't answered.

Manny wasn't lying next to Rook. But his arm was.

Upon realising this, Rook jumped back in horror, and saw the rest of Manny a few feet away from his arm.

Room realised that his hand was not pushing down against the floor but something warm and soft instead, like meat. He looked down, and saw blood. Lots and lots of blood. He didn't even dare look any further.

Tearing his eyes away from his side, he looked around the ruined library.

Most of it was shrouded in darkness, and the little outlines he could see didn't help. At that moment, one single, blue orb light back up, illuminating the grisly scene before Rook's eyes.

Shelves were crashed and burnt, as if there had been an explosion. The ash from charcoaled books floated around like snow on a windless night. Bodies, some intact, some...not so intact, were scattered about like props. Pierce was several metres away from Rook, but he could still see the blank stare on the poor boys burnt face. He was quaking with horror as he stared at the sight before him, like a nightmare was unfolding before him. A gaping wound, bleeding out images from Hell.

"E-everyone...they are all..." he stuttered, not wanting to accept it. He couldn't bring himself to say it. He didn't think he'd ever be able to.

Some bodies looked silent and peaceful, while others had the mouths gaping open, eyes wide, the terror still etched into their features. Bones were broken, bodies twisted, skin burnt, and _oh god there was so much blood_.

He was completely soaked in the blood of others, staining his fur. He didn't think he could ever wash it off. Not really. The tiny light only made the sight all the more nightmarish. It casted strangely shaped shadows across the walls and floor. The shadows of the dead looked like they were reaching out to Rook with skeletal, clawed hands. It was as if they wanted to take him with them.

Rook remained there, on his blood-stained knees, slumped against the wall. His insides felt like they were burning inside him. He felt like he wanted to puke, but his throat was clogged up. He could barely breathe. He was so caught up in the grotesque horror of it all; he didn't even hear himself when he began to scream. His own voice seemed like a far-away memory, like an echo from the real world, even though he was screaming so much it felt like his throat was being ripped up on the inside.

He just kept staring at the corpses. There were corpses of people he knew. People he had spoken to in class earlier that day! He barely even noticed when the Plumbers did arrive. _It must have taken them an eternity,_ he thought numbly to himself. He vaguely remembered one voice whispering "oh, my god..." while another grabbed him. He didn't resist against them, whatever they were doing. By this point he must have stopped screaming, because he no longer heard the ringing in his ears (which were in fact his own anguished cries). Instead all he heard was the Plumbers whispering voices, though to be honest, they were probably talking at a normal volume, probably louder, but Rook couldn't really hear anything properly. He didn't even feel the needle going into his arm.

He began to lose feeling in his limbs. He felt himself being lifted, and being put on something soft...a bed? He heard one of them...a girl's voice...saying something about sedatives. He began to lose his train of thought, as leather straps were fastened over his torso and around his wrists. Rook saw the light dimming, as some strange kind of movement overwhelmed him. There were people's faces above him...was he being wheeled away.

His breathing was calmer now, as was his heart. It seemed to be a nice idea, letting whatever drugs flow through his veins and allow him to rest...if only for a little while...

**Told you it got dark. And, dear readers, I'm afraid it doesn't lighten up as much as you hope. Not for a long time.**

**Thank you for reading! Any suggestions or questions you have, don't be afraid to ask! I'm all ears! (Like literally, I have no social life, so ask away). And don't forget to check out our other fanfics!**

**Hugs and bubbles,**

**The Panda**


	4. Chapter 4

**Gasp! You've stuck around to find out what's going down! Yay!**

**I haven't really written much from Ben's point of view, but not to worry! He'll gradually start being the main focus as the story continues.**

**So, how are you guys enjoying it so far? I'd like to hear what you think, and any questions about the characters or the story are welcome!**

**Love from, The Panda**

Chapter 4

The air was cold, and the lighting in the room was harsh.

Those were the first things Rook picked up on. He hadn't the slightest idea as to where he was at that moment, but he would have to figure that out in a moment. Because the next thing he noticed was that he couldn't move. It wasn't a form of paralysis – he could feel his limbs, and knew they were functional – instead, something was holding him down.

It was as if bars of metal were keeping Rook attached to, well, whatever it was he was attached to. It reminded him of a doll strapped inside its box. He could tell he was lying down, so maybe it was a bed? The surface beneath him wasn't soft, however; it felt like metal.

A cold, metal strap also went around his forehead, so he couldn't turn to look around the room. He was stuck to looking straight ahead at a white ceiling dotted with a few long, rectangular fluorescent lights.

The room was silent. No clocks ticking, no movement from behind the walls. Nothing. Nothing to distract him from the incident before.

Yes, he remembered. Of course he remembered. A mysterious tornado killing dozens of people in front of you was not something that is forgotten easily.

It had plagued Rook's mind while unconscious as well. The still bodies, twisted and splayed out in such grisly forms, flashed around him in his dreams. The feeling of being thrown and tossed around in mid-air, helpless and vulnerable, accompanied the shadows of corpses closing in on him. The sound of his own screaming, ringing in his ears...

He could still vaguely hear it in the back of his mind, and the memory of the dead left a sour taste in the back of his mouth.

It wasn't fair.

Why were they dead? What was it that killed them? Why hadn't the Plumbers got there sooner to save them?!

His trail of thought was interrupted when the sound of a door sliding opened echoed around the room. Several footsteps indicated that multiple people had walked in, and then the door slid shut.

The metal board Rook was strapped to lifted up by some type of machine, and tilted 90 degrees forward before lowering itself again. At this angle, Rook could see whoever was in front of him.

There were 5 Plumbers, all armed with Tachyon Cannons, stood around Magister Tennyson and a judge Rook didn't recognise.

"So, finally awake, are we?" Tennyson asked, rather coldly.

"Magister, where am I?" Was the first question Rook asked. His inability to move left him quite uncomfortable.

"Haven't you noticed? You're in a holding cell. Normally they're not as high-security as this, but considering your crime..."

"Crime?"

"Don't pretend you don't know, Rook." Tennyson glared at him, "no-one 'accidently' kills over 50 people and blows up a fraction of the Academy."

"But, Magister, I did not...this is a mistake – "

"Don't give me that, Rook. We've dealt with enough murderers and psychos to know if we've made a mistake. And boy, did you do a number on those poor students."

"I did not kill anyone!" he insisted, "how could I have done such a thing?!"

"That's what the families of your victims would like to know. And me. How _did_ you do it, Rook?" He stepped closer to Rook, as if he were examining a strange, new creature. "How did you not only tear apart several professors, students much stronger than you _and_ a couple of off-duty Plumbers, as well as getting your hands on off-the-level explosives?" he grabbed Rook's chin, as if he was trying to get a better look.

"I _did not_ do that. I am not a murderer! What even made you consider me as the killer?!"

"You were the only survivor, when a more advanced student or Plumber had a much better chance, you were covered in the blood of your victims, and several Plumbers claimed that you were laughing hysterically when they found you."

"Laughing? I was not laughing!"

"Why would you expect me to believe you?" Tennyson asked in a taunting tone, before letting go of Rook's chin and standing next to the judge.

"I am telling you, this is a mistake! I did not kill them! You have to believe me!"

"No we don't." Tennyson stated, simply. Then he turned to the judge, "if you will your honour?"

"Rook Blonko of Revonnah," he said, in his old, baritone voice, "the evidence against you overwhelms the evidence that defends you. So I, Judge Milleous, find you guilty of the murders of 75 students, 23 professors and 2 Plumbers as well as the destruction of Plumbers' Academy library..."

"No, you are making a mistake..." he stammered. This was not happening. "I never killed them...!"

"Rook Blonko, I sentence you to death."

. . .

"Well, well, if it isn't the lovely Dr. Tennyson." Kevin called out from the hospital hall as Gwen walked through. He was leaning, arms crossed, against the wall with his usual uncaring attitude accompanied by his crooked smirk.

"Kevin Levin. Fancy seeing you here." She greeted him, with a smile she usually preserved for actual friends (but for some reason she considered him to be worth it). That day, Kevin wore a black t-shirt with a grey long-sleeved top underneath. He also had dark blue jeans and boots. "I almost didn't recognise you without your hospital gown on."

"Very funny." Kevin laughed sarcastically. "Well, I gotta say, you look pretty cool in that."

"Oh, thanks." That day, she wore a short-sleeved iris blue top with a kitty symbol on the chest. Over it, she had a navy jacket, and grey pants with flat shoes.

"And, uh, I got you these." He pulled out a bouquet of dandelions, and handed them to her.

"Aw, they're beautiful!" She held the brightly coloured flowers, and she realised that she almost forgot they were on a date.

_*about a week ago* _

"_Well, your blood has been cleaned out, and all forms of sickness have disappeared from your system," Gwen said to Kevin, "you'll be given 3 weeks off to recover completely at home. You're good to go." She smiled. Something about being able to send a patient home, alive and healthy, always brought a sense of satisfaction to her._

"_Yeah, it's been fun." He replied, but his tone of voice sounded a bit unhappy, almost upset that his hospital stay was over._

"_...Is everything okay, Kevin?" She asked._

"_Dr. Tennyson, do you wanna go on a date with me?" he asked all of a sudden, which took her by surprise._

"_Kevin, I'm not really supposed to get involved with patients..."_

"_But I'm not a patient. Not anymore."_

"_Kevin, you don't even know my first name."_

"_Is it Gail?"_

"_No."_

"_Gabby?"_

"_No. Kevin – "_

"_Gwen."_

_She looked at him. "That was just lucky."_

"_Look," Kevin said, "just one date, and if you don't like me you can kick me to the curb. Deal?"_

"_I'd kick you to the curb, anyway." Then Gwen gave up as he looked at her with puppy eyes. "Fine, just one date."_

_*Present time*_

_Just one date_, she thought again. "Well, shall we?" She gestured to the hospital exit. And out they walked, into a fairly humid day, full of pale maroon clouds.

Earth, you see, was targeted by many other planets; it was basically ripped apart. As a result, more than 80% of all Homo sapiens were wiped out during some of the first initial onslaughts. All other humans were taken to either be placed into the Milky Way army or kept in what were basically labs. As a result to the bombs and nuclear warfare, the atmosphere became contaminated. This is what caused discolouration in the clouds. The hospital Gwen worked at was one of the only safe havens on the planet – it wasn't allowed to be attacked. So far, everyone had stuck to this rule. But Gwen had a feeling it might not stay safe for long. Everything ends. Regarding the toxic air; the hospital and several hundred miles surrounding it was in a dome, where artificial non-harmful oxygen was pumped through it.

So, obviously, the pair decided it was safer to stay near the hospital. Besides, it was easier to go for a stroll in a park (with genetically engineered plants) than anything.

The park was nice; it was an almost-exact replica of an ordinary park, with people (mostly aliens, as humans were extremely rare nowadays) walking around with pets and children. Only the plants were slightly off. The daisies were a bit too bleached, the grass a bit too silky, the pigeons a bit too...pigeon-y.

They sat down on an isolated bench at the edge of the park, and hadn't really noticed how long they had been talking. Gwen spoke about her job, how she got there, funny stories from patients. Kevin spoke about the trouble he'd gotten in while at war. Stuff he thought would amuse his group and himself, as well as annoying the living hell out of his sergeant. They sat on a smooth wooden bench for a considerable amount of time, and hadn't noticed that the sun had already crossed the sky. Before they knew it, the afternoon breeze had set in.

"Wow, how long have we been sitting here?" Gwen laughed.

"A good few hours." He smirked.

"Well, I guess should probably go home. Got some surgeries tomorrow."

She went to stand as Kevin grabbed something out of his pocket. "Uh, wait. I think you dropped this while we were walking." He handed her a bronze locket; one she normally kept in her pocket. In shock that she might have lost it, Gwen sat back down. "Thank you, I can't believe I didn't notice." She opened it, and Kevin saw a small photo of a little red-haired girl with freckles, sitting on a white bed next to a smaller boy with bright green eyes, shaggy hair and a nasal cannula. Behind them, with big burly arms around the two, was a fat old guy with a red Hawaiian shirt. They were all smiling, and it was clear that the boy had just lost a tooth. Both of the children looked to be about 7 or 8, while the man must have been 50-something.

Kevin noticed the sad way Gwen gazed at the photo, and chose to speak up. "So...family is it?"

She looked at him, "Yeah. That guy's my grandpa. The boy is – _was_ – my cousin, but we were more like siblings."

"...'was'...?"

"Ben...Ben had leukaemia. It was pretty bad. This is one of the last pictures of him before he went into chemotherapy. After that...Grandpa took him to a high-tech facility to try and treat him. But it wouldn't work, and his parents took him to a hospice and..." she turned away from Kevin, and he could see her shaking as she fought back the tears. "He died 10 months after this photo was taken."

It actually hurt him when Kevin heard her voice break. "I'm sorry," she sobbed, "it's just that we were so close, and he was so brave, always smiling...always joking..."

"Hey, it's okay." He put an arm around her. "You don't have to explain."

She hated crying in front of people – absolutely hated it – but whenever she thought about her cousin...it always hurt. She could still remember his face, his cocky smile, his tiny little voice. He never expressed any fear about the likely possibility of dying.

"_Hey, that's not fair, Gwen_!" She remembered him say whenever they played cards on his hospital bed, "_you're not allowed to beat me, dufus_! _I'm sick! Grandpa, tell Gwen to stop cheating_!"

So, for god knows how long, she leaned into Kevin's chest and cried.

**Hey! It was longer than my other chapters, and I expect each chapter will get a bit longer as the story continues (giggity). **

**But what? Ben was alive in the first chapter? What's all this about leukaemia?! Want to find out what the hell is going on? Stick around, and be sure to review! Suggestions, questions and statements are welcome! (Just don't be a dick).**

**Coming up in chapter 5 – WHAT IN GOD'S NAME IS GOING ON WITH BEN?!**

**Xoxo, The Panda**


	5. Chapter 5

**I have returned from wherever the hell I've been! Miss me? Well it hasn't been too long, but...**

**Meh. Here's your update. Again, any questions, suggestions or statements are welcome. **

**And I quickly wanted to give a bit of a shout-out to all those who have been following, faving and commenting on this story! THANK YOU! Many hugs and cookies to all of you! It just makes me fangirl a bit when someone leaves a message or follows/faves. :'D**

Chapter 5

"I don't believe this – how can they not get signal in space?!" Ben sat on the lilac sofa, remote in hand. The plasma TV showed a blue screen, with the words _This channel is currently unavailable. Please try again later_ floating in the middle. He flicked through several channels before giving up and slouching on the sofa, sulkily. "The new episode of _Sumo Slammers_ is on now. Mom and Dad better be taping it where they are right now..."

He sat there, slumped into the stylish cushions doing nothing but scowling at the blank, silent TV. "To hell with this." He grunted, getting up off the sofa. "Maybe I have a DVD or something in my bedroom...All I can do is check."

A few hours had passed since the ship had taken off, and he was literally bored out of his mind. Ben had no idea where he was going, how long it was going to take to get there, or what to do after he arrived. His grandpa hadn't been very precise; the only information Ben had was that his parents would be there when he finally arrived to wherever he was meant to be. It was annoying the heck out of him!

Ben strolled into his very green room to look through his suitcase, when a tremendous shaking took over the ship, knocking him to the floor with a thud. "Ow! What the - ?!" He exclaimed. Everything in the room was shaking, and things were being knocked off shelves. Ben attempted getting up, but every time he tried he was whacked back onto the floor. The sound of engines going into over-ride enveloped the apartment, while explosions could be heard in the distance. He looked up, and saw the massive wardrobe above him begin to tilt. It was going to land on him.

He panicked, and suddenly remembered – the Omnitrix. Quickly, he shifted, and in a flash of green light, he transformed into a Kineceleran. Grandpa Max had always told him he wasn't allowed to use the Omnitrix without permission, but if he didn't, he just might get crushed by a giant block of clothes-storing wood. Speeding out of the room, he heard the wardrobe crashing down from the living room. Everything was crashing and breaking; the TV was swinging from its wires in the wall.

Dashing to the door, Ben grabbed and pulled at it, but it wouldn't budge. _Why is it locked?!_ He thought to himself, panicking more than before. "Hey!" He called out, "There's someone in here! Anyone?! HEY!"

But no-one answered. There was no sign of anyone outside of the door. But there had to be someone! He couldn't be alone on this ship! What about the pilots?! Shouldn't there be, like, a radio or something?! _Attention passengers, we are currently crashing, please remain calm while we sort out the problem._ Something like that?!

There was nothing else for it. He had to break the door down. With another flash of glowing, green light, Ben transformed into a Loboan.

"Ooh, fluffy!" He exclaimed while kicking the metal door down.

Immediately, he ran out, and down the hall to his left. Everything was crumbling, and a few parts of the floor were on fire. Why the hell was this place crashing?!

He heard someone yelling. He ran to where the voice came from – maybe they could help him...?

Changing back into his human form, he found the room where the voices had come from. The room he entered was circular, and extremely wide. Engines were lined up against the walls, and it was extremely hot in there. The walls were so curved it was hard to tell where the ceiling started; it was more like a dome than a room.

What was stranger was the white light emitting from the centre of the room/dome. Ben didn't want to sound weird or anything, but the light seemed...cold, somehow. And the voices were also emitting from the light. The voices sounded very similar to him. In fact, he recognized a few as the voices of his alien forms, which was really creepy. Ben couldn't understand what any of the voices were saying, but they were all shouting harshly. He vigilantly stepped closer to the light, and suddenly it revolved. 2 bright red...eyes? (If you could call them that) stared at Ben. They were glowing like 2 scarlet ice cubes. A scary ambience surrounded the light/creature/thing.

Abruptly, the light floated towards Ben, who was somewhat frozen in his place. The creature's red eyes kept him stuck in his place; it felt like he was in sleep paralysis or something. The creature was the same height as him, so when it stood millimetres away from him, its intense gaze didn't need to look down or up to keep looking straight at Ben. Its red eyes sent shivers down his spine, and made his entire skeleton feel like it was freezing on the inside, starting with the marrow at the centre and spreading.

Ben could hear what the voices were actually saying now. They were screaming warnings at him.

"Not safe!"

"Get away!"

"Run!"

"Stay away!"

Each alien voice was wailing, so desperate for Ben to get out of there. But he was glued to where he was. The light seemed more like white smoke now, as it snaked up to Ben's neck, lifting him off the ground in an instant. He was so scared, but he couldn't even tremble. It was as if his mind was trapped while his body was inactive like a doll.

A chilling, shrill laugh he seemed to remember drowned out all other noises, and temporarily deafened him. He was flung across the room, and slammed into the side of the dome-like room. Ben couldn't breathe; he couldn't get his lungs to work. He was suffocating and he knew it.

_Someone, help..._

The laughter continued, as darkness spread over Ben's eyes. The last thing he remembered was the light drifting around him like a vulture, all voices laughing with it.

Then everything went silent.

_An hour or so earlier..._

Rook had finally accepted the imminent certainty of his death.

Throughout the days waiting for his day of execution, he had gone through all the stages which you would normally go through when realizing you were going to die.

First: Disbelief. Surely they'd realize their mistake? He wasn't a murderer; they'd figure it out shortly...?

Second: Panic. No, no, no. He couldn't die, not now! He really didn't want to die!

Third: Anger. It wasn't fair! He didn't deserve this! Were they really just going to kill him instead of properly investigating?! He wasn't even given a trial!

Fourth: Sadness. All the things he was going to leave behind were over-whelming. Not ever graduating, not getting to see his younger siblings grow up, he'd never have a family of his own...

And finally: Acceptance. He was going to die, and there was nothing he could do about it. That, unfortunately, was the truth.

They told him a day before what form of execution he would be put through; The Death Ship.

The Death Ship was a large spaceship full of prison cells; it was like a portable jail. Hundreds of the worst criminals would be loaded onto the ship, each given their own cell. The ship would then lock down, go onto auto-pilot, and fly itself into the Sun. It was basically mass-execution, without having to bury any bodies after. Families of the criminals were allowed to put a small memorial on the criminal's "grave" site, but few ever did. The criminals on The Death Ship had usually done something so atrocious that even their families turned away from them.

Rook hated the fact that he had been "grouped" with those sorts of people – rapists, child-killers, terrorists, basically the worst of the worst were the ones put on The Death Ship. But, of course, he didn't have a say in how he was going to die.

On the day of his execution, he was calm. It may sound surprising, but it was the truth. He had come to terms with it (there wasn't much else for him to do).

A crowd had waited outside, and through a bullet-proof glass tunnel he was led. He wore a black jumpsuit (just like the other prisoners had), with steel shackles on his hands, feet and even his neck, like some wild animal. Several Plumbers, all armed with Null Void Projectors, held onto the chains, while 1 on either side of him kept a firm grip on his upper arms. He walked with them without resistance; he had no need to resist. By this point, the other prisoners had already been loaded onto the ship. Rook was the last to board the black, colossal ship.

The crowd outside the glass tunnel began to shout and cry, some screaming obscenities at him, others throwing a number of things. Plumbers kept them all back, about 6 feet away from the tunnel itself. The crowd was made up of the family and friends of the ones he had "killed".

He looked at them all. He even recognised a few students from the Academy, ones who he had considered his friends, now barking and cursing at him. They were all so full of sadness and hate. And all of that hate was for him. Several reporters stood outside the tunnel, some facing the cameras, others pointing at him. He couldn't hear what they were saying about him due to the horde of others screaming over them.

Rook turned from them, and saw his family stood separate from the crowd. He stopped in surprise, until the Plumbers guarding him pushed him forward, making him move again. His little brother was holding onto Shar, crying. Shar herself was staring down at the poor child, not wishing to look up at Rook. Shi and Shim held onto Mother, both crying. His mother simply regarded him with sad, tired eyes. If there had ever been a moment where she had shed a tear, it would never have been in front of her children. His father, however, glared at him coldly, his arm around his wife_. Surely, of all people, he would not believe that I am guilty...?_ Rook thought. But his father continued to watch him with accusing eyes.

He believed his son was a killer. Just like the horde.

The news of Rook's execution must have broken them. He had never wanted to hurt anyone; he wanted to help people. That's why he aspired to be a Plumber. So he could protect others. But now, even though he wasn't responsible for all those deaths, the rest of what had brought him to where he was caused pain to his family. At least the pain for the victims was over. Maybe if he had died with them, he would not be putting his family through the pain they were going through now. Well, he was going to die soon anyway, so spending his last few hours alive thinking about things he couldn't change was pointless. But he did want to tell them he was sorry.

The glass tunnel ended, and the guards took off his shackles. He was shoved inside the ship immediately after. The door closed behind him with an ominous thud.

The room was dark and small, with a locked metal door in front of him. Everything was coloured black. Rook could hear the prisoners on the other side of the door screaming, yelling and even _laughing_.

A red light shone down on him for a few seconds, and a beep was heard. His name was called out by a monotone synthetic voice.

_ROOK BLONKO, CELL 1-1-3. FOLLOW THE RED ARROWS._

The metal door slid open, and there was a labyrinth of cells with loud prisoners. Force fields kept the prisoners in their cells instead of bars. There were laser cannons attached to the ceiling, along with the occasional camera. Red arrows lit up on the floor, flashing menacingly. He followed them down the halls, as they led him a specific way. He ignored the other prisoners who shouted and wailed at him as he passed (there truly were some psychos in The Death Ship). Eventually, Rook was led to a cell with the number glowing dully above it. Slowly, he stepped into it, and heard the _vwoom_ of the force field trapping him in there.

The room was bare, with a bench and cot on either side of the room. Again, everything in there was black. This was the room he was going to die in.

With a great sigh of acceptance, he sat down on the bench, facing the cot. The ship shook as it took off at an incredibly high speed. They like to get rid of criminals swiftly. In fact, it only took about an hour and a half for The Death Ship to reach the Sun. They were that eager to kill the criminals ("they" being the rulers who came up with the idea of The Death Ship).

He wanted to spend the last few hours he had without any regrets or sorrows, but it was quite difficult not to, in such a melancholy, yet chaotic place. With all the crying and screaming from other inmates, Rook felt like he was in a mental asylum as opposed to a flying prison, headed for doom. The only thing he could do was to meditate, and wait for death to consume the last of his consciousness.

It had been less than 15 minutes, however, when an astounding crash was heard throughout the mighty ship. There were a few moments of silence, before the ship went into hectic turmoil.

It felt like the ship had suddenly stopped, causing everyone to crash into their cell walls at a nearly neck-breaking force. There was a moment of silence, as everyone recovered from the sudden halt. But the silence didn't last. Soon the yelling and complaining from other inmates restarted and increased in volume over a very short period of time.

Rook felt the ship slowly but surely tilting to the side. It was taking a different direction.

. . .

"Magister Tennyson!" Max heard his name being called in the space station Control Room, which was lined with rows upon rows of computers and technicians.

He turned to whoever had called, and found that it was just one of the workers in charge of handling The Death Ship. "What is it, Rozum?" he asked the moustached man in front of the holographic screen.

"The Death Ship, it's...going off its designated course."

"What?!" He slammed his hands down on the desk, making some of the workers jump in surprise. "Have you checked the CCTV?"

"Yes, sir. All the prisoners are in their cells, and haven't left from the moment all were on board."

"What about hacking? Are there any signs of a security breach?"

"No, sir. It's as if...as if something were grabbing onto it and moving it." The man named Rozum stammered. "The engines are still running at full speed, but it's like it's being swept up in some kind of moving orbit, sir."

"How is that possible?" He growled. _Of all the things that could have gone wrong today..._

"I – I don't know, sir."

"Check the engine room!" Max barked.

Yes, sir." Rozum pressed a few buttons, and the whole screen was lit up in an ominous white light.

"I said the engine room, Rozum."

"This...is the engine room, Magister." He answered, shakily. The light was what the camera was picking up. The light seemed to mock them, as it continued to glow mutely. No matter what setting the camera was put on, the glowing light remained the same.

"Check...check the DNA signature in the atmosphere of the room." Max sighed. They were running out of options, and the ship was slowly heading further and further away from its designated path.

"The system's scanning it now, sir." Then, after a few seconds, a few sentences appeared on the screen while a monotone voice read out:

_DNA SCANNINGCOMPLETE. TRACES OF - - - EVERYHING - - - HAVE BEEN FOUND._

They stared at the computer screen, confused. "Repeat?" Max ordered, still puzzled.

_TRACES OF - - - EVERYTHING - - - HAVE BEEN FOUND._

"Uh – "

_UPDATE. NEW SIGNATURE HAS BEEN RECOGNISED._

"Reveal new signature." He commanded.

_NEW SIGNATURE IS - - - OMNITRIX._

Several workers turned around at the word. "Did - did it just say 'Omnitrix'?" Rozum muttered, shocked.

For a second, even Max was confused. Until he realised, "...Ben is in that room..."

_URGENT UPDATE. THE DEATH SHIP HAS ENTERED THE EARTH'S ATMOSPHERE. PREPARE FOR EMERGENCY CRASH._

"Rozum! Take control of the ship, dammit!" He barked.

"I can't! It's on auto-pilot! It's not letting me hack it!"

Max pushed him out of the way, the wheeled chair crashing into another occupied chair. He worked at an alarmingly fast rate, typing in codes and hacks. But whatever he typed the words _ACCESS DENIED_ kept flashing up on the holographic screen in bold red letters.

"Magister! The Death Ship has entered the Earth's atmosphere." Another voice from a few rows down called out, "it's – "

"I'm already aware of the situation!" He yelled back.

Then, The Death Ship crashed.

At the exact moment of it crashing, the CCTV broke. Each camera, one by one, shut off, being replaced not by static but pure darkness.

The camera showing the light was the last to go off.

. . .

The darkness was all that Rook could see. There was such a lack of light that there wasn't anything to see. Even when he held his hands right in front of him, millimetres away from his face, he still couldn't see them. He could sense them there, but the only thing his eyes were picking up on was pure blackness. Since the deafening crash, that was all he could see.

The engines underneath the cells had exploded, surely killing several inmates. The severe volume had left Rook unable to hear for a good few minutes at least. In fact, there was still a far-away ringing in his head. He chose to ignore it. Then the lights went out, throwing the ship into a total blackout. An unholy shaking took over the entire ship, and it spun round and round, throwing him around his cell like a rag doll. He had no idea how nothing was broken, or twisted at least.

For a while, Rook was worried that he had gone blind. It was so pitch black that it was no different when he closed his eyes. He believed it was unwise to get up and try to feel his way around the ship. It was far too dangerous.

Then, fortunately, the emergency lights flickered, and circular red lights faintly lit up from the floor, casting a strange glow on the interior of the ship. Rook sighed in relief, and even felt slightly silly for thinking he had actually gone blind. The force field on his cell was down, meaning he was able to walk around the ship freely. He rose to his feet (albeit quite shakily) and stumbled out of the shadowy cell.

He looked around the hall, and found every other cell empty. All was still within the ship. The force fields on every cell were down, so it actually seemed quite obvious that any surviving inmate would have run for it the moment they realised they could escape. That made Rook feel uneasy; there could be a murderer lurking around any corner. But there was more.

The walls and floor were unevenly sprayed with blood. Not completely drenched; there were just a few splatters here and there. It was eerie. Yet what he found more disturbing was a lack of bodies. Blood in itself is not the prettiest sight, but at least a body – even part of a body – would have explained why the blood was there. It creeped him out.

Cautiously, he wondered around the halls, and found no-one. The emergency lights were faintly glowing on and off, casting a haunting red light over the ship's interior. It plunged the ship into darkness for a split-second before coming back on for a few seconds. Rook didn't like it. It made him feel on edge. The light somehow seemed to increase the deafening silence of the ship, making Rook feel slightly dead to the world.

Eventually he came across a room which was not a cell. In fact, it wasn't anywhere near any of the cells. Rook had to go down 2 long flights of stairs to get where he was. He thought maybe he could find a way out, figure out something. A plan...? Honestly, he didn't know what to do. He had been preparing himself for death nearly an hour ago, and now he was wondering around an empty, bloodied ship. An empty, bloodied crashed ship, he might add.

The door was ajar, as if someone had forgotten to shut it properly. A small trail of smoke lingered around the door. Wearily, he pushed it open. It creaked loudly (or perhaps it wasn't actually that loud, but considering the intense silence of Rook's surroundings, any little noise would have made an echo).

The room welcomed him with cold darkness. He felt the side of the wall for a light-switch. He didn't know why, because he hadn't seen a single switch in the entire place thus far, but he thought it was worth trying anyway. And, funnily enough, there was a switch of some kind.

He pressed down on the switch, and the room lit up with an artificial, bluish tint. The walls curved in with the ceiling, making the room seem very dome-like. The walls were lined with broken engines, and on the floor...

There was a small, human boy lying on the floor.

He hadn't seen a human up close in quite a while. They were quite rare since the war began (and their numbers were probably continuing to dwindle as the war raged on). But he knew enough about them to know that the human on the floor was young, maybe younger than Rook. He looked quite small, too. It was very unlikely that he was an escaped prisoner, but that only presented more questions than answers. Why was he on The Death Ship? Who was he? Where did he come from?

Carefully, Rook walked over to him, and knelt down next to the boy. He had shaggy brown hair, with a couple of uneven streaks of ash blonde going through the messy mop. His skin was pale, and he sported a green jacket. Rook reached out and held the boy's wrist, feeling for a pulse.

A steady beat was felt beneath his skin, and a soft sigh could be heard from him at that moment, so he was still breathing. The boy scrunched up his face, and mumbled something incomprehensible. Rook backed away, giving the boy plenty of space. Slowly, he opened his eyelids, and looked off into the distance with bright green eyes.

. . .

**The bros in space have finally met! Horrah!**

**If it feels like I'm dragging this story along too slowly, just say, because I'm a little worried. Then again, lots of books/stories have 80-100 chapters, so...**

**I hope you, dear readers, have enjoyed the story so far, and will stick around to continue enjoying this story. **

**If anyone is confused as to what's going on with the weird light or the Omnitrix or whatever, I will start explaining soon.**

**See you next chapter. ;)**


	6. Chapter 6

**Back for more? Excellent.**

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**The Panda**

Chapter 6

The boy opened his eyes gradually, trying to take in his surroundings. Rook stayed where he was, still crouching rigidly. If he moved suddenly, there was a chance of frightening or panicking the human in front of him.

He scrunched his eyebrows, and let out a groan. "It's dark in here..." He whispered to himself. Then, his eyes found Rook, who was stood about a metre away from him. The boy froze for a moment, before slowly lifting himself from the floor, not taking his bright eyes off Rook. "Uh, hey. Who are you?" He asked slowly. Clearly he wasn't yet sure if Rook even spoke the same language (though, obviously, he did).

"My name is Rook Blonko," he replied, "are you alright?"

"Um, yeah, thanks." He answered a bit awkwardly, sitting up more. "I'm Ben. Do you know where we are, Rook?"

"We are currently inside The Death Ship. I believe it has crashed. Perhaps the crash is what caused you to lose your consciousness, Ben. Are you able to stand?" He stood up.

"Yeah, I can – " Ben stood with him, though slightly wobbly, " - wait. Crash? And what's a Death Ship?"

"You...are unaware of this kind of space ship?"

"No offence, but duh." Rook wasn't sure what Ben meant by 'duh', but let him carry on. "It sounds creepy, though."

In that instant, one of the engines broke open, making both of them jump back. The pieces of the machine simply cracked loudly out of their positions, unable to keep the stance, before collapsing onto the ground. The impact sent a significantly sized quiver through the floor, which they both felt.

Rook turned to Ben, worried, "perhaps we should leave, before anything else happens."

"Yeah that's probably the best idea." And they backed out of the dark, dome-like room.

The pair walked down the empty hallway, still lit with the ominous red light. Ben had certainly been right about one thing: the place was very creepy indeed.

"Rook...?" Ben asked, a little shakily.

"Yes, Ben?" He replied, picking up on the small tremor in Ben's voice.

"What's...what's with all the splatters? It can't be blood, can it?"

"Unfortunately, I highly suspect it is."

"What? What is this place?!" He stopped, freaked out (with every right to be).

"The Death Ship," he began to explain, not really sure why he found himself to be so calm about the subject, "is a spacecraft in which prisoners on death row are placed into. Once full, the ship is sent into the Sun. It is a means of executing a large quantity of criminals at a time."

"That's...kind of sick. Why hasn't it gone into the Sun, then? Why is there blood everywhere? And –" he regarded Rook, "...are you a criminal, too?"

"I am not a criminal, but I am a prisoner on this ship." Ben just watched him, obviously confused. "I did not commit a crime, but the court believes I did. I was found guilty, but I am not."

"Why should I believe you?" He asked, surprisingly more perplexed than suspicious.

"I do not expect you to. Nobody else does." Then he continued, "Regarding your other questions: I do not know why the ship failed to complete its course into the Sun. I assume that the Plumbers are already aware, and are on their way to ensure that any surviving criminals do not escape. And the blood...I am also at a loss for answers when it comes to this."

They stood there for a moment or so, while Ben took in the information. Then he asked, "Should we try and find a way find a way out? I mean, if anything blows up or something..."

"That is a good idea. Perhaps if we look around, we will find an exit."

So, they wandered around, but for the first 10 to 15 minutes of silently exploring the ship, they appeared to be no closer to finding an exit then when they began. But continuing was the only thing they could do.

After a few more minutes, Ben said, "I'm not trying to poke my nose in or anything, but what exactly did they say you did?" Rook turned to him for a moment, and Ben continued while putting his hands up in defence, "If you don't wanna answer that's fine. I'm just a bit, y'know, curious."

"It is fine." Rook said composedly. Then, in a quieter voice, said "they said... I committed 2nd degree mass murder."

They were walking a lot slower now, and the air seemed colder. A part of Ben really wanted to ask for the details. How many people? How did they die? Did you know them? When did it happen?

But Ben wasn't like that. He wasn't going to completely disregard how horrible it must have been for Rook to be accused of such an awful crime. _Unless he actually did kill a bunch of people_, a little voice whispered in the back of his head. Normally, if a little voice started talking to you, you would become quite freaked out. But, as today was probably not your average one, and as the voice sounded a lot like Ben's own voice and could easily be mistaken for his subconscious, Ben ignored it. Besides, Rook really didn't seem like a killer. He seemed polite, and friendly, and...

...very, very sad.

The evident frown could have been enough proof of his upset, but that distant and hurt look in his red eyes made it all the more obvious. So, Ben thought he might as well state his thoughts. "I don't think you did it."

Rook gazed at him, a faint smile appearing. "Well, you would be the first."

While walking down another flight of black, old-looking stairs, Rook asked, "Ben, do you know why you were put on this ship? I doubt you are a prisoner."

"Honestly, I don't know. I was supposed to be moving to another home with my parents. This was a major mix-up. In a way, I guess it was a bit of a good thing the ship crashed, otherwise we'd probably be roasted up into nothing by now." He scratched his head, laughing nervously.

They reached a part of the ship where there was actually a window. The window was large and rectangular. They both stood there, looking out at the landscape. The ground looked rough and grey, with bullet holes and what looked like craters decorating the scenery. Several thousand cement plaques spotted the land. They were the memorials of thousands of fallen soldiers. The sky was a strikingly deep crimson, with black clouds spread out unevenly. Judging by the direction of light, the Sun appeared to be just over the ship. The landscape in total looked dystopian and apocalyptic. It was the kind of world you would imagine when listening to stories about the end of the world. But while the destroyed land was clearly horrific, there was a terrifying beauty to it. It made Ben feel uneasy.

Ben had no idea what planet they were on, but he had a horrible feeling in his gut. "Rook," he began to ask, not sure if he really wanted the answer, "do you know what planet this is?"

Rook stared out of the window, and replied sadly, "this is Earth."

Ben turned to him, "What? This can't be Earth! When did this happen?"

Rook blinked at him, confused. "How can you not know about Earth? The entire galaxy is aware of it."

"Has it got something to do with the war?"

Rook continued to regard him seriously. "Yes, Ben. It does. Earth was used as a battle field for the war, as was the rest of The Milky Way galaxy."

"Then...what about everyone who lived here? They were all evacuated, right?" _This can't be right..._Ben thought, trying to make sense of it all. _Grandpa Max would've told me...he would've..._

"The few who survived the first initial attacks, yes. But there were not many. Since the creation of... Ben, are you alright?" Ben was staring off into space (no pun intended), leaning against the window. He slowly slid down onto the floor. Rook crouched next to him, concerned. "Ben...?"

But Ben couldn't hear him. Why didn't his grandpa tell him about this? _That's right, millions of people are dead. Pity, isn't it?_ The voice mocked again. What was with that voice? It sounded like Ben's, but more chilling. Like poison, subtly getting icier the more he listened to it. He felt cold. His head felt cold. Like that light...

Or did that light even exist? Was it just a weird dream he had? Like Rook said, he may have hit his head when The Death Ship crashed.

"Ben...!"

Ben snapped out of it quickly, and remembered where he was again. "Wh – wha~...?" Rook was sat next to him, looking worried. "I'm okay. What's wrong?" Ben asked.

He simply gestured to Ben's head. "You hair...it...does it normally change colour?"

"What?" he got up, and looked at the window. Not to see the view, but to see his reflection. A large part of the front of his hair had turned from its usual chocolaty colour to platinum blond and white. There were a few thin strips of ash blond running through the rest of his hair before the ends faded back into brown. In a state of shock, he lifted a hand to his hair. The hair itself felt the same, but the colour...what the hell?

"Why...why has it...? It's never done this before. This is too weird."

"That is very strange." Rook agreed, starting to wonder if perhaps Ben wasn't completely human after all. From what Rook remembered, humans couldn't change their hair colour without using a dye of some kind. But that required a hair dresser or product, and he had just seen Ben's hair change on its own right in front of him.

"I think we really need to find a way off this ship." He said, turning away from his refection.

"The atmosphere on Earth is currently inhabitable. If we step outside and breathe in the toxic air, it would very likely kill us." Rook replied, matter-of-factly.

"Then...there's gotta be an escape pod on here. Every ship is required to have at least one!"

"Well, there might be one. These ships have only recently been designed to fly by auto-pilot. Not that many pilots wish to risk burning up with the criminals...an escape pod will most likely be close to the back, to give pilots more time to escape."

"Well, let's go." He smiled, cockily.

"Ben, are you sure you are alright?" Rook asked hesitantly.

"Yeah. This was probably just a reaction to the fumes or whatever." He reassured Rook, pointing to the white part of his hair. He still had that cold, jittery feeling at the bottom of his stomach, but he was sure it was nothing. The atmosphere of the ship would make anyone anxious, right? So he ignored it. And with that, they continued walking down the empty, quiet hall.

. . .

Gwen sat at the side of her bed, brushing her long, red hair. The TV played in the background, but it only had the news on. She didn't really pay much attention to it at that moment. Gwen would usually be at work, but today was one of her are days off (she normally went in on her days off too, but her co-workers insisted that she have at least one day to herself, and that coming in was not an option). So, she resigned herself to a day of reading. In a way, Gwen felt like she was going to enjoy it; she had plenty of books to catch up on, and seeing as she was no longer in school, she wanted to teach herself as much as she could. Maybe she could teach herself a few new spells...

Her cell phone played a little tune, meaning that she had received a text. She got her phone out of her jeans pocket, and flipped it open. It was from Kevin.

Against her will, she blushed immensely. Gwen remembered their last date, about a week ago. She still couldn't believe she cried in front of him. Actually cried! She hadn't cried in front of anyone in years. Literally. But he didn't make fun of her for crying. He just held her, he even walked her home. He'd made sure she was okay. Guys she had gone out with before weren't that sweet.

Still, it was embarrassing to cry on the first date. It made her seem like an emotional little girl, which she was not. She always had control over her feelings – she had to; she was a doctor – but it tended to bring tears to Gwen's eyes when she thought about her cousin. She thought about Ben often, but she hadn't seen Uncle Carl or Aunt Sandra since the funeral. She didn't remember much at the funeral, but she recalled the looks on their faces, clear as day. They were devastated, tired, broken. They were still together, last she heard. But it had been years.

Gwen missed her grandpa as well. She didn't remember seeing him at the funeral, but she knew he must have been there. He and Ben had always been so close. Almost as close as she and Ben had been. There was never a dull moment with Grandpa Max; he was so enthusiastic. He'd always tell them about his adventures as a Plumber, travelling the galaxy and saving the day. He was their very own superhero, and Ben always aspired to be just like him.

Blinking back any tears that may threaten to fall, Gwen opened the message.

_hey. U ok?_

As she pressed the Reply button, the TV screen became engulfed with red, making her look over to it. The words _FLASHING NEWS_ shown in yellow, outlined with white. She turned to face the TV better. They didn't usually interrupt the usual broadcasts these days.

"This just in," the newsreader said, her face stern, "The Death Ship, which took off earlier today, has crashed. The ship was, as we all know, destined to fly into the Sun. However, for currently unknown reasons, the ship deviated from its set course. Information on the planet which it crashed onto has not yet been released to the media as of yet, but it is assumed that the Plumbers are well aware of The Death Ship's whereabouts. And oh! – " She lifted her hand up to her earpiece, "I have just received intelligence that we have footage from one camera – the only camera that didn't break during the crash – from inside the ship. They are going to play it now." And then the screen went black. The camera seemed to be on its side, in a corner of what looked like a hallway. The only form of light was from red bulbs glowing on the floor, some of which were broken. They flashed on and off, making it difficult to see. The walls were crudely decorated with dark splashes of what Gwen assumed was blood. Given the circumstances, it wouldn't be hard to believe that it was blood. The recording seemed like something out of a horror movie, and she half expected a scary monster to appear from the corner, dripping with gore...

Banishing those unnecessary thoughts from her head, she continued watching the video. Suddenly, 2 figures appeared from around the corner. The first person was tall and thin, wearing a black jumpsuit. Gwen recognised his species; he was a Revonnahgander (she'd never seen one in person, but had heard of them in books). Walking by his side was a short, adolescent human boy. He wore a green jacket with a white stripe going round the collar and down both sleeves. He had shaggy brown hair and a white patch at the front of his hair –

_Oh my god._

She paused the TV, and took a closer look at the screen. She even got up to make sure she wasn't making a mistake. The boy had bright green eyes, just like hers. And he was smiling as if he'd just said something funny. He was short, the top of his head only coming up to his partner's chest.

It must have been him.

Shakily, Gwen got out her bronze locket and opened it. The boy was obviously older, but it had been 7 years...and Ben had been about 9 when the photo was taken...

She didn't know what to do. She looked to her bed, and saw her cell phone still lying flipped open on the covers. She picked it up, and saw the screen.

_Reply to _Kevin

_Call_

_Message_

She called him. She had to tell someone.

He answered on the third ring, "Hey, Gwen. How's it going?" He asked casually.

"Kevin, are you watching TV right now? If you are, flick onto the Channel 8 News."

"Okay...yeah, there's something about one of those Death Ships."

"Can you rewind?"

"Doing that now...can I ask why?"

"Just stop when you see footage of 2 guys walking down a hall." She sat down on the end of the bed.

"Crap, went past it, hold on...just a sec...There. 'Kay. So...why am I looking at 2 dudes walking down a creepy hallway?"

"The boy in the jacket...that's him. That's Ben."

He was silent for a few intense seconds. Then, he said, sounding really confused, "You mean your cousin Ben? _That_ Ben? But you said he, well...passed away, right?"

"I know. I know, but..." she raked her fingers through her hair, "I know that's him. That _has_ to be him. I can just tell. I don't know how but..." she sighed, "It has to be him, Kevin."

"Well, do you have any idea what you're gonna do? You gonna tell you parents?"

"I...I don't know. You were the first one I called." She admitted.

"Do you want me to come over?" Kevin asked without hesitation.

"Would you mind...?"

"Of course not. I'll be there in, like, 10 minutes. Will you be okay?"

"Yes," she laughed, "I'll be fine on my own for 10 minutes. Thanks, Kevin."

"No problem, Gwen. Seeya real soon."

"Bye." And she hung up. She had no idea what she was going to do, but having someone to do it with seemed much nicer than doing it alone.

. . .

"I'm sure the hospital won't mind us using this. You would not believe how quiet it's been lately." Gwen said to Kevin, as she unlocked one of the patient transportation spacecraft (which was basically like a flying taxi you drove yourself). "It's not like I'm always using these for my own personal errands. Besides, they won't be affected by one transport machine going missing for a few hours."

"Whatever you say, Gwenny," Kevin grinned.

"Oh, shut up. It's not like you've never stolen a vehicle."

"I wasn't denying – "

"Get in the little ship, Kevin."

"Okay."

As the spacecraft slowly took off, Kevin stated, "so, the plan is to go to your grandpa's to let him know you think you found your cousin and...?"

"My grandfather's a Magister. He's more than likely already seen the footage. But maybe he hasn't realised it's Ben..."

"...you're gonna just figure it out when we get there, aren't you?" It was more of a statement than a question.

"No," she denied as the ship finally took off, "I know exactly what I'm going to do."

"And what would that be?" Kevin inquired, crossing his arms with a smirk.

"I'm going to crash this ship on your new car if you don't stop grinning." She smiled sweetly at him. That was one of the things she liked about Kevin; he could make her laugh even in the most serious situations. That was something that very few people could do.

And so, they took off.

"So you're granddad's at Plumber Headquarters. What makes you think they'll let us in?"

"You're a soldier, I'm a doctor. We'll think of something. Urgent message, because it is, to be honest. Besides, I'm a close relative of Magister Tennyson. And..." she turned to Kevin, who was still smirking. He raised an eyebrow, and she huffed. "...I'll figure it out when we get there."

. . .

They pulled up near the entrance of Plumber's Headquarters. "So," Kevin began, "We're here. What's the plan?"

"Go in, tell Grandpa, see what he thinks. Go from there." She said simply, with more confidence than she actually felt.

"Brilliant plan."

"It is, isn't it?" She smiled at his sarcasm. Then, as Gwen reached for the door to get out, Kevin grabbed her hand. "Don't," he said, suddenly serious.

"What? Kevin – "

"Do you see that guy over there?" He nodded towards a man at the entrance. The man had a large torso, with the skeletons of dangerous-looking animals used ornamentally, as if they were accessorise. His clothes consisted of a black suit with a red stripe and grey pants. He had light grey claw-like gloves that matched his belt, as well as black clawed boots. A large Anubian Baskurr stood sternly by his side. There was a mean, intimidating air about him. Kevin continued, "He's called Khyber. That's his pet. He's one of the most dangerous hunters known to half the galaxy. Some people say he also works as an assassin for some higher-up people."

"A hunter..." Gwen muttered. He certainly looked the part. "But why would he be here? What would the Plumbers want with an assassin? Or, someone thought to be one, anyway."

"I dunno, but either way, he's bad news." They watched as the guards vigilantly let him through. He stepped past them with what looked like an air of boastfulness about him, as his 'pet' growled at them as it slinked behind him.

"Maybe we should follow him." Gwen said.

Kevin looked at her like she was insane. "Are you serious? He'd sense us from a mile off."

"Well, he doesn't seem to be noticing us now. And I can disguise us with my mana."

"Even if he didn't notice us, his dog would. It's what he uses to sniff out prey."

"How about we just wait a bit, and then follow him? If there's any sign – even the itiest, bittiest sign – that he knows we're there, we run."

He looked at her, slightly defeated, "we're gonna follow him no matter what, aren't we?"

She smiled.

And they wondered out, covered from view by her magic. They slipped past the talking guards and saw Khyber walk into a large, metallic building. They quickly followed him on tip-toe, making sure they were a considerable distance from him and the Anubian Baskurr. He made a few sudden turns while inside the building and at one point they almost lost him. But fortunately Kevin noticed Khyber's pet's tail before it disappeared round a corner. Finally, they stopped outside a dark room in a darker hallway.

"Ah, you arrived."

They turned at the same time as Khyber, to see Max Tennyson walking composedly up to the hunter. Gwen's eyes widened in shock at the sight of her grandfather. There wasn't that usual bubbly or happy air about him; in fact, he looked quite grim (making his quirky shirt look very out of place).

"Tennyson, I see that you've been doing well since our last deal." Khyber said, every form of friendliness exiled from his voice.

"Hmm, well, shall we step into my office?"

The 2 walked into the room, with the Anubian Baskurr trailing nervously behind its owner. The door closed behind them, leaving the tiniest gap. Treading as lightly and as silently as they could, Gwen and Kevin stepped over to the door. They strained to listen, and Gwen very occasionally moved to peep through the gap.

"I believe you've heard about our situation, Khyber."

"Indeed, The Death Ship's...unfortunate...accident."

"Yes. My grandson was put on that ship as a means of disposal. What with the Omnitrix malfunctioning. And none of us wanted a repeat of what happened last time."

"Get to the point, Tennyson."

"Well, for some reason, the brat's managed to survive. I want you to track him down, along with anyone – _anyone_ – who you believe may be associated with him. Your pet can use his hoodie to track him."

Gwen, not wanting to believe what she was hearing, poked her head around to look through the gap. Khyber took the white and green hoodie, and knelt down in front of the creature.

Holding it up to the Anubian Baskurr, he ordered "get the scent."

It sniffed the garment for a second, before ripping it from Khyber's hand with a loud growl and powerful jaws. It jumped about, swinging its head from side to side as it chewed and tore through the fabric. With a cruel laugh, Khyber got up and turned his head to Max. "So, you want me to bring the boy back and – "

"No," Max interrupted, "I want you to find Ben...and kill him."

Slowly, Gwen backed away from the door. "Gwen," Kevin whispered, "Are you okay?"

She couldn't answer. She couldn't say anything. Had she heard right? Did Grandpa Max really just order Ben's death...?

"Heh, heh. Well, that just makes my job all the more easy. I suppose this is why you haven't sent any Plumbers to go and inspect the ship?"

"Yes. Now, how much are you – "

"Before we go into that...I believe we have company." Khyber pointed to a computer, which Gwen hadn't seen before. The computer looked like it was wired to the CCTV, and the image of the screen was the room just outside the door.

Gwen and Kevin were on the screen.

Max's head snapped to the left, facing the door. Before Gwen could move, they made eye-contact for a split second. "Run," she whispered. And they bolted out of the room, out from the way they came.

"Should I send him after them?" Khyber asked casually.

"...No, I'll just alert the Plumbers." And he spoke into a device around his wrist. "Alerting all of Section Gamma. Trespassers have infiltrated Plumber's Headquarters. If seen, shoot to disarm or kill if necessary."

"Heh, how extremely cruel of you, Tennyson." Khyber snickered, as the Anubian Baskurr continued to rip Ben's hoodie apart with its razor-sharp teeth.

. . .

**Thank you for reading this instalment of 'Where My Demons Hide'!**

**So, I probably should have mentioned that Max is pretty dark in this. Like, darker than Dark Dumbledore dark. But then, where's the surprise in that?**

**I hope you'll enjoy the next chapter as well ** ** And in the mean time, why not check out our other fanfics? The Jellyfish's ones are particularly interesting.**

**See you soon! **

**~ The Panda**


	7. Chapter 7

**Welcome back!**

**I hope you've been enjoying this story so far, and I don't want to give anything away, but this is where it **_**really**_** starts getting going. :D**

**So, have fun!**

**Love from, The Panda**

Chapter 7

While a dark, desolate ship filled with the blood and smell of the dead is definitely the stuff of nightmares, you begin to get used to it. You can get used to living in Hell once you've stayed there long enough. But it's the realisation that you have become accustomed to such dreadful situations that alarms you. Nobody wants to stay in Hell long enough for it to become the norm. Nobody wants to think of such things as ordinary, because it isn't (to most).

Though, the further down Ben and Rook went, the less hellish it seemed. The blood splatters became less frequent, and on some floors there were even a few working lights instead of the glowing red underneath the caged floor. The silence of the ship was no longer a bother, as the 2 ended up talking (small talk was better than deafening silence).

"Ben, if we find an escape pod, where would we actually go?" Rook asked.

"My grandpa's working at the Plumber's Headquarters, so maybe we should go there. My grandpa can sort out why I was on the ship, and he can help you." He smiled.

"...Excuse me?"

"I believe you didn't do the things they said you did. I really don't. My grandpa will know, too. We'll prove you didn't do it!"

Rook stopped. "Ben, I do not think anyone besides you believes me – "

"Hey," Ben stopped in front of him, "I don't care if you were accused. My grandpa is extremely important in the Plumber's section; he'll know what to do."

"...thank you."

"No problem, buddy."

They spoke quite a bit about the war. Ben seemed to have been completely unaware of the majority of the outside world, it seems. He may as well have been living under a rock these last several years. Rook clearly noticed Ben's lack of knowledge on that particular topic.

"You know, it actually seems kinda stupid that I don't know about what's been going on." Ben admitted, as they turned to the right and down another hall. "I mean, I've always known about a war between certain planets, but the entire galaxy? I never would've thought it. Then again, maybe I did know..."

Rook looked at him, "It is not stupid of you. How could you have known?"

"I mean, at one point I might have." Ben explained, "But whenever I try to think about anything past a year or so, my mind just goes blank. I remember being in hospital a lot, though..."

Rook remained silent, as Ben began to open up a bit more. Why he chose to talk about himself to someone who was still technically a stranger was beyond him, but for some reason he felt like he could trust Rook.

He continued, as Rook listened, "I think I was pretty sick as a kid. Maybe there was a lot wrong with me. But I still remember having a lot of fun, too." He smiled, "Me and my cousin would always be playing, even if it was confined to a hospital room. I even remember my mom getting angry at her for sneaking in my teddy. But she let me keep it in the end." Suddenly he stopped smiling, "last I heard about her, she joined the army. Maybe that's why she never visited anymore...or my parents..."

It was then that Rook felt sad for him. To be isolated from the world, to such a point where even his family no longer visited...though part of him thought briefly that maybe, in a world such as this, it was better to be happily going about your business without the troubles of a social life. But the thought was diminished when he saw the sad loneliness dwelling in Ben's eyes.

"But...you mentioned your grandfather at one point. Do you still have contact with him?"

"Oh, yeah." Ben replied, his eyes brighter again at the mention of his grandfather. Rook took this as a sign that Ben was very close to the man. "I always remember my grandpa being there. I don't remember much, but I remember him." He became quite lost in the memory of his grandfather that he hadn't realised that Rook had stopped walking with him. "So, Rook, what about your – "

"Be quiet." He said, turning to look behind him.

Ben would have argued, but the tone of his voice was serious; too serious to mess with. He strained to try and hear what Rook could hear, but couldn't perceive a single sound apart from their own breathing.

Then, very faintly, Ben could hear it. Rook took several silent steps back, until he was in line with Ben again. The distant sound of growling slowly but surely grew louder.

"What is that...?" Ben whispered, trying to contain his sudden panic. The cold feeling in his stomach was threatening to spread to his heart.

"I...am not sure." Rook breathed back in response. Cautiously, he took one step closer, so that he was in front of Ben.

Then a shadow appeared on the side of the wall, on the corner which they just passed. And as quickly as the shadow appeared, so did its owner. The owner of the monstrously-shaped shadow was a frightening creature. Whatever it was, it was slate grey and skeletal. It looked like a hybrid of a very small dinosaur and a very large grey hound, with light grey spikes running down its back and forming its tail. Its eyes were sharp and an intense shade of red, with big sharp claws and even sharper teeth set into a deadly-looking jaw. It growled, and another shadow began to form at its side.

"Run." Rook whispered.

They sprinted down the rest of the hall, dashed around several corners and practically glided down 2 flights of stairs. The sound of growling, loud footsteps and scampering of clawed paws were never far behind, no matter how fast they ran.

The coldness in Ben's stomach had advanced through his body at an alarming rate. It was so cold it actually burned his insides. He didn't know how he kept on running despite how his very core was being frozen. Perhaps the adrenalin was fighting it off. _For the time being..._the voice chuckled. Had Ben not been so focused on getting away, he would have had to resist the urge to bang his head on a wall to stop the icy laughter from trickling down his spine.

He began to feel so out of breath, the sides of his eyes began to slowly go dark. How was Rook able to go so fast without showing any sign of exhaustion?! Ben felt like he was having a heart attack. But he had to keep moving. Whoever was behind them wanted to hurt them; that was for sure.

The adrenalin couldn't fight off the freezing pain for long, though. Ben's legs began to feel stiff, as if he'd been standing in a freezer for an hour. He tripped up on one of his own feet, and plummeted face-first onto the ground.

He heard Rook skid to a halt, before turning around without hesitation and pulling him up off the ground by Ben's hand.

Silently, they continued running at full speed, though this time Rook kept a firm hold of Ben's hand. A very firm hold – like a vice, in fact. Ben made sure he didn't trip up again.

It was clear that their pursuers weren't getting out of breath. Perhaps they were used to this sort of chase. Maybe instead of trying to outrun them, then, it would be best to hide from them.

The pair met a point where there were 2 ways – one straight forward, and the other taking a sudden turn to the right. You wouldn't even notice it unless you were looking for a shortcut of some kind. Rook made a sharp turn through the path on the right, pulling Ben with him. Running down the turn, they found themselves in a pitch-black room, and they stopped running for a second. The footsteps of their pursuers could be heard in the distance, and they held their breaths until the sound had completely vanished.

The ice in Ben's limbs felt like they were finally melting back into his stomach, though it felt heavier. It made him feel jittery and chilly, but at least he could move properly.

"What was that all about?" He whispered to Rook (wherever he was in the dark room), still afraid that their hunters might pop back up at any moment.

"I do not know. Somehow, I do not think they were Plumbers." Ben heard Rook move away from him. "Perhaps there is a light switch somewhere in here."He said. There was the sound of small objects clattering, which immediately stopped once it started – he had probably grabbed hold of something noisy.

Ben began to feel the wall behind him. It was warm in comparison to his hands, and smooth. The material was most likely some kind of steel alloy. Then he felt a circular button, "I think I found it." He said, still a bit quietly. He pressed the button, and was blinded by the artificial light. They weren't used to bright lights after wondering such dimly-lit halls. Ben covered his face with his hands, and only removed them (very slowly) after he was sure he would be able to see. He didn't know what he expected to see, but it wasn't the room in front of them.

The room was small, only 4 metres in diameter, but it was full to the brim with high-tech weapons. Null Void projectors, beam canons, upgraded machine guns, chilling guns and flame-throwers were lined up on the walls, while there were baskets full of Nuclear Fusion Grenades, and another looked like a loutish pick-and-mix of smoke grenades and gas grenades. Glass draws filled with swords and ammo were lined up underneath the guns, and 4 bigger draws in the corners of the room stored smaller guns and gadgets.

They stared at the weapons, first in utter surprise, then confusion.

"Why would...who would be _stupid_ enough to put a room full of weapons on a ship full of _murderers_?!" Ben exclaimed, throwing his hands out as a dramatic gesture to the assortment of weaponry. "Any psycho that could have found this would have felt like a kid in a candy store! 'Come in! It's All You Can Kill tonight! Absolute maniacs are welcome!'"

"Perhaps it was meant to be used by Plumbers or guards, in case of an emergency." Rook reasoned. "They most likely did not assume that any prisoner would be able to access this part of the ship. Still, they should have practiced necessary pre-caut-...is that..?" Rook advanced toward a draw and opened it. "Why is my Proto-Tool in here?!" he held up the shotgun-like weapon. The handle was black as was the front, while the middle section was a light grey. The top of the front was opened up, revealing an orange barrel. He inspected it with precision, running his nimble fingers over the top and turning it over. "It does not appear to be damaged, either. In fact, I believe it may still be loaded." He held it up and positioned it towards the wall as if he were about to fire. "Everything seems to be intact. This is very strange. But it is also relieving, in a way." Indeed, he had become very fond of his weapon.

"What is that?" Ben walked over, wanting to get a better look.

"It is a multi-functional weapon," he handed it to Ben, "though, on this particular one, I made a few special modifications to increase its uses."

"It looks pretty cool." Ben said, as he handed it back to Rook. "Maybe you should keep it with you. In case we bump into whoever's after us. 'Cause if they're not Plumbers..."

"...then they might be prisoners." Rook finished. It was a possibility – if Ben and Rook had survived the crash (and whatever else that happened), then maybe someone else did, too.

Then they heard the growling again.

. . ._ A little while before_...

Gwen had never been so afraid – and so goddamn _angry_ – in her whole life.

As she and Kevin ran at full speed out of the building, all she could think of was how her grandfather had betrayed and lied to her. How could Max do this?! This wasn't true, was it? And it wasn't just Ben he had hurt; it wasn't even just Gwen. It was Aunt Sandra, Uncle Carl, Ken and even her own parents! Everyone was so close to each other in Gwen's family – when they were told Ben had passed away, they were all devastated.

And this new discovery summoned more questions than answers (were there any answers at all?). If Ben is still alive, where is he? How did he survive the leukaemia? Did he even have it in the first place? And where was he now? Despite the astounding feeling of deception from her grandfather as well as angry hatred of the man, there was a new feeling which she hadn't felt in a very long time.

It was hope.

Hope that her cousin was safe and well. Hope that maybe he'll be able to escape. If he had managed to survive his illness and the crashing ship, then there was a chance that he'll get away from Max's personal huntsman. Gwen had to have faith that she could get to her cousin before Khyber – or anyone else hired by Max – got to him.

A group of armed Plumbers suddenly appeared from behind the wall. "Drop any weapons and surrender now!" One of them – the apparent leader – shouted.

_I don't think so!_ Gwen thought, as she summoned shining magenta stepping stones over the group, large enough to cover her while on them. "C'mon, Kevin!"

She proceeded to jump onto the stepping stones, while hearing the loud stomping of Kevin jumping on the ones behind her. The Plumbers fired at the steps, and some backed off to be able to get a better aim at Gwen. For the first time in a long time, she didn't know what to do. They were running in the opposite direction of where they had parked! And there were too many Plumbers behind them to turn around.

She had made the momentary mistake of trying to think about how they were going to get out of there alive instead of concentrating on not getting shot that, well, she got shot.

A fiery laser shot into her arm, burning through the fabric, skin and flesh without mercy. The pain grabbed hold of her entire arm and chest, clawing its way into the core. She screamed in agony, and lost concentration. The steps wavered and disappeared, and Gwen heard Kevin shout out her name. She fell into his arms before they both hit the ground. She had lost all feeling in her arm, besides an occasional searing ache.

Kevin held her as Plumbers surrounded them. They had nowhere left to run.

. . .

They froze when they heard the growling.

Rook kept his Proto-Tool close to him as he walked silently over to the open door. He peeked outside, as Ben stood there, not daring to move. Then, Rook gestured that it was safe for him to come closer. With his stomach in his chest and his heart pounding in his head, Ben tip-toed over to him, and as quiet as they could possibly be, they slipped out of the room, and skimmed quickly down the hall in the opposite direction of the growling.

Then a gunshot went off. Ben turned his head quickly, to get a look at whoever fired it (he knew it was their pursuer, but he wanted to know who the pursuer was). But before he got a proper look at anything, Rook grabbed his hand and pulled him away. They bolted down the black halls, and tried to make as much space between them and the hunter as possible, but it was in vain.

They reached an open space, with several passages leading to different parts of the ship. The exact moment they stopped, a grenade had landed just behind them, and gone off. They both were launched several feet into the air in opposite directions, and Rook lost hold of his Proto-Tool (reminding him crudely of the last time). The ringing in Rook's ears had only just died down, but the grenade had maximized its volume again, leaving him completely disorientated.

"Cheer up, it was only one grenade." Said a voice Rook didn't recognize. He turned to look at Ben, who was slumped in a corner. He had trouble getting up, as his senses were confused.

A shadow appeared over Rook, and he looked up. He was greeted by a figure with an unfriendly, skeletal face, about 6 feet high, wearing alien bones on his attire, and the large grey beast Rook had seen earlier stood beside him, no longer growling (as much). Rook went to move, and was greeted by a booted foot in his face, knocking him on his back. Rook felt blood dripping from his nose to the side of his head. "He told me you're a killer. Slaughtered about half of the seniors at Plumber's Academy. You don't look like much..." he stomped down on Rook's arm, nearly crushing his humerus. The hunter laughed cruelly, loving the sound of Rook's screams. The pain was almost unbearable – it felt as if his arm was being stamped into the ground. He could hear his bones moving under his skin.

"Rook...!" Ben finally got to his feet, but was knocked down by the Anubian Baskurr.

"Aw, is that your friend, little Rookie?" he mocked, as Rook clawed desperately at his sin. If the hunter put even a little bit more weight on his foot, he would break Rook's arm. "A murderer with friends? I don't believe it."

"I...did not...kill..._anyone_!" Rook seethed through clenched teeth.

"Heh, you know, you don't look like you've got the guts to kill your little school mates. Well, I thought I was going to get to fight a murderous psycho, and instead I'm gutting a weak teen, barely out of school - " he lifted his foot off Rook's arm (the relief was unimaginable) and lifted it in the air, about to do the same to Rook's face.

Then, a bright green light appeared from behind them, and a big, beige hand grabbed the hunter's head. He was thrown into the wall on the opposite side of the room. Swiftly, Rook grabbed hold of his Proto-Tool and saw the creature which had done it.

The creature was a 12 feet tall Vaxasaurian, with hard beige skin and a slightly spiked tail. The Vaxasaurian raised its arms, yelling "HUMUNGOSAUR~!"

It turned to Rook, with bright green eyes, and said "you okay there, buddy?"

Rook staggered to a standing position, "...Ben?" he asked ludicrously. He was certain that humans couldn't shape-shift.

"Yeah..." he scratched his big head, almost embarrassed, "sorry for not saying, but it's not really the sort of thing that comes up in casual conversation, you know?"

Rook stared up at him, and just nodded slightly. He didn't like feeling short.

"Oh, now you've made me angry..." the hunter fumed, standing up out of the rubble (he had accidently crushed the Anubian Baskurr when he landed on it). "Nobody kills my dog...! And nobody flicks Khyber, the galaxy's greatest hunter, across the room like a fly!"

"Oh great, so he has an over-inflated ego as well." Ben sighed. He looked at Rook, "Well, let's get him, then."

"Agreed." He hadn't expected to be a part of a fight today, but then again, he no longer knew what to expect.

"You're so polite." Ben laughed, and he ran at Khyber.

Khyber dodged the punch, and upper-cutted Ben, expected him to be a bit dazed. But it didn't even faze Ben, as he just flipped his head down and head-butted the hunter. Rook ran to the other side of them, and shot at Khyber (he trusted his aim enough so that he wouldn't hit Ben). He just missed Khyber, so he put the Proto-Tool on the Power Sword setting. A glowing amber blade flipped out of the top, and the handle snapped into a different kind of handle. Ben grabbed the hunter by his shoulders. He threw him up into the air before slamming him into the ground. He got up in under a second, as unfazed as Ben was, and grabbed Rook by the neck. He moved to lift the blade from his back when Rook plunged the Power Sword into his chest.

There was that usual moment of shocking silence when someone gets mortally wounded, before he fell to the ground, the sword slipping out of the bleeding hole.

Ben and Rook looked to each other as Khyber couched up blood. Rook looked down at him, "Who were you talking about when you said 'he' told you I was a killer?"

Khyber laughed, "What makes you think I'd say?"

Rook replied with a coldness he didn't know he possessed, "You are dying, but I can still hurt you." He pushed his foot down onto a spot right next to the bleeding injury, causing Khyber to cry out (though he had lost too much blood to move that much). "A name, Khyber. That is all you have to say." He pushed more of his body weight onto the leg pushing down onto Khyber. "A name!" he hissed.

"Ten-Tennyson!" He choked on his own blood, and Rook lifted his now-bloody foot off Khyber's heaving chest. Then, Khyber's breathing slowed, and he died.

"Tennyson. That must be Magister Maxwell Tennyson." He said, though one of the main reasons he said it at all was to distract himself from the act he just committed.

That was classed as torture, wasn't it? He just tortured information out of someone. What kind of monster does that?! His heart began to beat at an exceptionally high rate, and the feeling of crashing surrounded him. He couldn't deny it; he enjoyed hurting Khyber. It felt...good. And he was disgusted by it. He didn't want to become the killer they said he was!

He needed to stop thinking about it. He had to breathe. Rook knew that having a panic attack over the death of someone who had tried to kill them in the first place wasn't going to help. "I did not think Tennyson would send someone like him after us." But then he saw the look on Ben's face when he turned to him. He looked horrified. Rook knew why, but he had to ask anyway, "what is wrong, Ben?"

Slowly, Ben turned to look into Rook's eyes. "Did you say...Maxwell Tennyson?"

"Yes, I did. Why?"

"...that's my grandpa."

. . .

"Magister Tennyson will speak with you shortly." The guard said, as he pushed the hand-cuffed Gwen into the cell with Kevin (who was also hand-cuffed).

The force field sealed them in with a _vwoom_, locking them in until further notice.

"Gwen, are you okay?" Kevin stayed, looking at her burnt arm. "Can you still feel your arm?"

"Yes, it's fine. The fire cauterized the wound." She said, "I can feel at least most of my hand now. My mana helps heal it, but it's hard in a building full of technology..." she winced as she tried to move it.

"Don't try to move it much, if it hurts."

She looked at him, "Kevin...I'm sorry."

"Sorry about what?"

"I'm sorry about getting you. It's my fault that you got mixed up in all this. I should have gone to find Ben myself. I should have – "

"Don't say that," Kevin put his hands on the sides of her freckled face, "If I wanted out, I would have gotten out. I really like you Gwen. If I didn't, I wouldn't be standing here."

She covered his hands with her own, and leaned into him. "Thanks, Kevin."

"It's okay." He pulled her back so he could look at her, "We'll break out of this dump and find your cousin."

"Gwen, you should have told me you had a boyfriend."

They turned to see Max standing outside their cell with his hands behind his back, looking grim against his red Hawaiian t-shirt.

"What do you want?" Kevin inquired in an intimidating manner, puffing his chest out (in any other situation, Gwen would have laughed).

"Kevin Ethan Levin, eh? I remember you. You blew up that tank in training."

Gwen stared at him, with an I'm-disappointed-in-you-young-man expression. He stared back at her with an it-was-an-accident-sorry shrug.

"So, Gwen. You heard that conversation I had with Khyber, did you? Didn't Natalie ever tell you it was rude to eaves-drop?"

"How dare you even think – you ordered Ben's execution! How was he even still alive?! He survived all these years, and now you want him dead?!" she fumed, no longer caring. The man in front of her was not her caring, fun, loving grandfather. The man in front of her was an old, murderous scumbag. "What tortures have you been putting him through all these year, huh, _Grandpa_?! Your own grandchild, Carl's son, do you feel no remorse?!"

Max stared at her. His once bright green eyes – as bright and youthful as Ben's – were now dirty and stale, like polluted ocean water. "Ben was a mistake."

She glared at him, "What did you say...?"

"Surely you're both aware of Project Omnitrix?"

"Yeah, but it was shut down years ago," Kevin stated, "What does that have to do with anything?"

"You were told it was shut down, but we worked in secret. The Omnitrix enzyme, as we researched – yes, I was part of the project – could only survive in one species; human DNA. Once the enzyme has memorised all the different types of alien DNA, it was fused with DNA. Do you know who that DNA test subject was?"

"...No...You..." Gwen stammered, backing away, "You experimented on him?!"

"He was the only human I could have access to. It was a good abduction excuse, really; pretend he was being taken for therapy, tell everyone he passed away, stage a little funeral, but keep him at the lab, completely unaware the entire time." A sick smile was barely contained behind his gloomy expression. "It was genius. And the enzyme was brilliant. It multiplied, cured the leukaemia, and completely co-existed with Ben's natural human DNA. Of course, Azmuth, the leader of Project Omnitrix, didn't think it was humane. I'll admit, it was painful – for Ben – but it was a success." He stopped smiling, and then became solemn, "then the DNA began to clash. He almost died quite a few times. The Omnitrix had, in a way, become self-aware. It was like Ben had 2 different personalities. One was our Ben; the other...was just pure survival instinct. It would do anything to thrive. We contained it before our first success ended in disaster.

"But lately...Ben had been acting strange. Talking to himself. Similar to how he was acting before the Omnitrix malfunctioned the first time. But now I've been able to have new test subjects. The Omnitrix will stop rejecting them...in time. But Ben's a faulty prototype. It was his time to be thrown away."

"Thrown away?! He's a 16-year-old boy! He's a person! You can't throw people away!" Gwen shouted.

"Yeah, you goddamn monster!" Kevin joined her.

"Why...why Ben...?" Gwen asked, slowly breaking down. "Why...my little cousin, of all people? Why your own grandson?!"

"I told you," Max said nonchalantly, as if it were nothing, "he was the only human I could get my hands on. And think of it this way; he would have died if I hadn't."

"He might just have been better off dead than go through all that suffering!" Gwen shouted, falling to her knees. Kevin joined her, holding her. She looked at the man in front of her. "You're not my grandfather...who the hell are you?!"

"I only did it to improve the human race. It's a scientific breakthrough. With more soldiers like Ben on our side, we will win this war without a doubt."

"The war was only started because of the creation of the OMNITRIX YOU PSYCHO!" Kevin yelled, "Because of your 'scientific breakthrough', there isn't even a human race left to fight for! The Milky Way is a war zone because of you!"

"It was worth a try." He said to himself, and began walking away.

"No it wasn't!" Gwen shouted. Then, she realised something. "Why did you tell us this?"

Plumbers surrounded the cell, and Max laughed behind them, "Well, you might as well know before you die. I'll make sure your parents get your bodies. Frank will be so upset..."

The force field opened, and bullets filled every corner. For about half a minute, nothing but firing bullets could be heard, and smoke from the guns was all that could be seen.

Then, the smoke cleared in the silence, revealing a bright pink glowing. Max and the group of Plumbers covered their eyes, and once they adjusted to see the light, they took a step back in surprise.

All the bullets were lodged in a shining magenta wall, which was transparent. Holding it up, was a seething and infuriated Gwen Tennyson, with hair eyes glowing and hair glowing light pink and whishing around her face. Her very skin glowed, as if a bright light had been activated inside her. Then, before the chaos ensued, she whispered,

"_I hate you_."

. . .

**Did you like it? Let me know!**

**And yeah, Max is cray-cray XD And it seems like Rook went a bit dark back there...**

**Any questions or anything, just ask **

**I hope to see you soon...**

**From, The Panda**


	8. Chapter 8

**Hi! Sorry if it's been a while, I've just been busy – turns out I do have a social life! XD**

**So, I hope you enjoy this, and hope you'll be excited for the next chapter!**

**Xoxo, The Panda**

Chapter 8

The holding cells at Plumber's Headquarters shook chaotically, and every head lifted up at the sudden movement. Then, without any warning, the walls caved in, immediately silencing the screams of those inside.

The now-destroyed remains of that entire section were littered with body parts of various aliens as well as rubble and bullets. Then, the area was enveloped in a strange, pink light.

The light died down, and out from the rubble stepped Gwen, hair glowing and moving of its own free will. Her eyes continued to shine bright magenta. She had no irises or pupils; simply glowing eyeballs stuck inside her sockets, beneath her eyelashes (which were also glowing with the same lustre as her hair).

She walked slowly, and calmly. Bloody pieces of the walls were repelled away from her presence. Behind her, Kevin followed. He would always follow her. Gwen then stood in the middle of the wrecked room, as the sound of sirens went off in the distance, alerting Kevin.

"Gwen," he said slowly, hoping she was still capable of sensing the outside world in her current state, "we need to go. Pronto."

Her head tilted very slightly to his direction, and the lustre wore off. Not completely, but enough. She turned to look at him, eyes bright green again, and smiled. "It's okay. I'm back. Let's go."

But then, at that exact moment, the floor beneath them cracked like thin ice. They fell into a dark abyss. First they panicked, taking up precious seconds that could have been used for rational thought. Being the first to come to her senses (or to at least be able to do anything about it), Gwen created an artificial floor a few feet beneath them. They landed onto it, albeit rather bruised. "Kevin, are you okay?" She called out to him.

"Ah, yeah, I'm good." He responded, lifting himself up. "I didn't realize you were that powerful. Nice, cute doctor from Earth..."

She laughed, "You haven't seen anything yet. That's just when I'm angry."

"Well, I don't want to get on your bad side knowing that." He smirked.

"Yep, you keep that in mind." She looked up, and realized with a start that the floor they fell through was now a little pinprick of light above them. Gulping, she looked down to the ground. The pink radiance of her mana lit up their surroundings, and it looked as though they were in some sort of abandoned control room, with rows upon rows of forgotten computers. The room was completely absent of any bodies, yet there was blood everywhere. It was like something out of a horror game. They were a few feet off the floor.

"That was a close call." Kevin pointed out, laughing nervously.

"Yeah," she agreed, lowering them so they could safely jump down onto the floor. They wondered around the room, heading towards the largest computer at the other end. It was 5 times the size of the other computers, all with their holographic screens and coded documents. Looking at the screens, Kevin noticed, "Hey, these computers were monitoring The Death Ship!"

"You're right..." Gwen realized. Then, she ran over to the main computer, to see if there was still any connection. "Oh my god, Kevin, come see this!"

He bolted over to her. "What is it?!" he asked.

"It's showing signs of movement inside the ship..." the screen was black and grid-like, with 2 green dots seen moving towards a certain direction. The dots stayed still, and suddenly a red warning message showed up on the screen in a language Gwen couldn't understand. In English, a synthetic monotone voice read out _AN INTRUDER HAS ATTEMPTED TO INFILTRATE THE DEATH SHIP ESCAPE POD. HACKING IN PROGRESS. DO YOU WISH TO INTERVENE?_

In a clear voice, hoping it would authorize her access, Gwen responded "No."

The words on the screen changed, and the voice stated _AUTHORISATION HAS BEEN GIVEN TO ENTER THE DEATH SHIP ESCAPE POD. DO YOU WISH TO SEND A COMMUNICATION REQUEST?_

"Yes." She turned to Kevin excitedly, "It's definitely Ben. He must have survived!"

"Yeah, but who was the other guy?" He asked, a little doubtful.

"Maybe he's an ally. If I'm correct, he's probably helped Ben so far. You saw the footage; they certainly weren't fighting."

_THE DEATH SHIP ESCAPE POD HAS LAUNCHED. COMMUNICATION REQUEST BEING SENT..._ Then an ellipsis appeared on the screen, each dot flashing individually. Gwen and Kevin waited anxiously – Ben didn't know it was Gwen trying to communicate. He might decline the communication request. She didn't want to have to hack into the escape pod's server just to let her cousin know she's alive.

Then, after 30 tense seconds, refreshing green words appeared on the screen, as the voice read out, _COMMUNICATION REQUEST ACCEPTED._

. . .

The hall, unlike the other black passageways of the depressing ship, was light silver, with nothing in it but a sealed door (that didn't even look like a door, as it was so attached to the wall of the ship). On the left side of the door was a computer screen attached to the wall, and underneath was a touch-screen keyboard.

Ben and Rook warily walked over to it, the Proto-Tool steady by Rook's side. After everything that just happened, walking down a hallway felt too easy. Rook booted up the computer, the 3D keys lifting up briefly from the screen when he pressed them. A green orchestra of letters and numbers flooded onto the screen. "The door will only open with a series of passwords." Rook concluded, "I am going to have to hack into the system, but it must surely be monitored. I do not think it will be as easy as hacking into an ordinary space-craft entrance."

"Why don't I just knock it down myself?" Ben asked.

"Doing so may trigger certain security set-ups within the area, as well as risking damage to the escape pod." He stated simply. Ben simply pouted, and allowed Rook to proceed with hacking in silence. "This is very strange," he pointed out after a few minutes, "The main computer is not responding to the security breach. In other words, it is not putting up a fight. Is anybody even checking the situation? Surely Khyber would have sent out some kind of distress signal before his death." There were less and less fire walls to hack through as he continued, "In fact, I have not seen one Plumber on this ship. Why have we not been stopped?"

"Maybe they decided Khyber would be able to do their job for them." Ben leaned against the wall, watching Rook cheat around codes, unlock passwords and break through fire walls.

"...'They'. Ben, if you do not mind me asking, what are your feelings towards your grandfather, now you know it was him who sent Khyber?" He asked.

Ben looked up at him; he hadn't even stopped looking at the computer screen.

"I...maybe Khyber just said it to confuse us. He could have been working for anybody, or maybe he was doing it for himself. He is a hunter, after all."

He decided that now may be a good time to say. "Ben, it was Maxwell Tennyson who held the case against me. He personally had the judge order my execution. So you realize that, even if your grandfather is innocent of ordering Khyber to kill us, he would still put me to death. He believes I...committed those crimes." He held back a shudder as the memory of the bodies in the library violently flashed in front of him.

Ben stood there, silent. "Well, I...he..." then he simply sighed, pushing a few white strands of hair out of his face, "...I honestly don't know what to think anymore."

"I am sorry if I upset you."

"Oh no, you didn't do anything. I just..." Ben held his arms. It was quite cold in the hall, but Rook didn't seem to notice. "It's all really confusing right now. Quite a lot to take in during one day – I think it's only been a day. The ship crashing, hair changing colour, getting hunted down by a weirdo and his crazy dog..."

"...And changing into another species." Rook finished.

"Yeah – wait, aren't you curious at all about that?" Ben asked.

"Yes, but I was going to leave that topic alone until you felt comfortable enough to bring it up yourself. By the way, when you transformed into the Vaxasaurian, why did you yell that other name?"

"Oh, Humungosaur? I...have little nicknames for the aliens I turn into." He shrugged, a little embarrassed.

"So you can transform into more than one alien?" Rook asked.

"Yeah..." He had promised not to tell anyone, but it was a bit late now.

"I see..."

He looked at Rook, "You don't think it's weird?" He always thought that, while really cool, the Omnitrix was strange. He had been told he was born with it, but normal people didn't do that. Normal people stayed the same. Normal people didn't have voices talking to them.

Rook looked up at him, "No, actually. It is very interesting to me," he smiled honestly, "I have never met anyone who could do that. It is...fascinating."

That made Ben smile.

Then, a monotone voice erupted from the screen, saying _DEATH SHIP ESCAPE POD AUTHORISATION COMPLETE. ACCESS DEATH SHIP ESCAPE POD?_

Rook typed "yes" into the computer, and while it loaded Ben asked "how did you learn to hack so well?"

"It is basic training for 1st Year students, but I took extra classes."

"Why? To get extra credit?"

"That was one of the reasons."

_ACCESS TO DEATH SHIP ESCAPE POD ACCEPTED._

The door horizontally slid open. They walked into the space-craft. It was rounded, with 2 chairs and a large windshield, showing the landscape of the dead planet. In front of the chairs was a large control panel, full of buttons, monitors, communication devices and a steering wheel. Under the wheel was a touch-screen keyboard not unlike the one Rook hacked into. There was also a screen in the middle of the control panel, about as big as an A4 sheet of paper.

Even though technically they were still inside The Death Ship, stepping into the space-craft seemed to lift away some of the darkness in the atmosphere. Not all of it, but some relief is better than none.

Rook sat in front of the steering wheel, and pressed various buttons on the keyboard. The engines roared to live, and a screen on the steering wheel lit up, revealing the navigations of their surroundings.

Ben sat down, and just watched him click the buttons and turn the wheel as if he had been flying these things for years.

"Extra credit?" He simply asked.

"...Yes."

"Did you even need to do all that extra work, or were you just an awesome student?"

Rook simply smiled, and the space-craft detached itself from The Death Ship before taking off into space.

Ben used to think that space looked really cool; full of stars and planets and galaxies full of the lives of people, many people still probably unaware of the universe surrounding them. But lately, between the stars and planets, all Ben could think about was the dark, silent abyss. _That's all there ever will be._ Again with that damn voice?! Ben suppressed a shudder as the icy laughter crawled down his back. It gave him goose bumps...but it sounded exactly like his own voice. It was just harsher. It was something that legitimately frightened him, but he didn't want to bring it up. It had been talking to him before, as well. He'd spoken to Grandpa Max about it, and he'd been genuinely concerned. He'd told Ben he would sort it out, just as long as he didn't mention it in his letters to his parents (letters that were never answered, anyway). Come to think of it, why had his parents never replied? It had been such a long time...he didn't remember how long, though. His mind just went completely blank. He could remember being really young, but anything past the age of 9, maybe 10, was just nothingness. Why couldn't he remember?

"Ben," Rook asked as they sped around space, snapping Ben out of his thoughts, "where are we going to go?"

Ben thought for a moment. Where _were_ they going to go? There weren't that many people who would help a pair of escaped criminals, and Plumber's Headquarters didn't really seem like the best place to go either.

Then the screen on the control panel lit up with 2 short sentences. A synthetic monotone voice read them out. _COMMUNICATION REQUEST SENT. ALLOW COMMUNICATION?_

Rook and Ben shared a look, and then the words shrunk and floated to the bottom of the screen. The screen then showed a camera vision of 2 people in front of what must have been their side of the screen. There was a tall-looking guy with jet black hair and onyx eyes, and next to him was a girl with long red hair and bright green eyes.

"What the – Gwen?!" Ben sat up in shock.

"Do you know her?" Rook asked.

"That's my cousin – the one I told you about!" Then he said to the computer, "Allow communication!"

"Ben..." Rook said, a bit worried. If Ben's grandfather had turned out to be Maxwell Tennyson, who knows what this girl's motive was? And how did she send a communication request?

_COMMUNICATION ALLOWED._

Then Ben called out, "Gwen! Can you hear me?!"

"Hear you? I can see you!" Gwen grinned. "Ben, oh my god, I can't believe I'm talking to you right now – what happened to your hair?"

"It's a long story. So who's your boyfriend?"

"This is Kevin." She smiled, gesturing to the guy next to her.

"'Sup, Ben." Kevin said.

"Hey. This is Rook, as well," Ben pointed to Rook, and he waved (somewhat awkwardly). "So, will we be hearing a happy announcement by the end of the week?"

"Shut up." She laughed. "Wow, I just can't believe...Ben, I'm so sorry..."

"Sorry for what? Not visiting me? It's cool. I know you were just busy." He smiled, "The guys I'm angry at are Mom and Dad – why haven't they been answering my letters?"

"What...? Letters? They haven't been getting any letters. Ben, we all thought you were dead."

Rook stayed silent, while Ben's eyes widened in shock. "Dead?! Are you kidding? When did I die?!"

"I was at your funeral! Max told us the treatment wasn't working, that the leukaemia – "

"Whoa, whoa, whoa! You're not being serious, are you? I mean, I know I was sick, but I think I would remember having cancer."

"Dude, she even has a photo of you in hospital." Kevin spoke up. She held up an open locket, with a picture of Ben, Gwen and Grandpa Max on a hospital bed.

Ben just stared at it. "You really don't remember, do you?" Gwen asked, looking sadly at him.

Ben shook his head slowly, wanting to turn his head to the ground, "Grandpa Max told me they got the letters..."

She scoffed, crossing her arms, "Well, Max would have."

"What do you mean?" Ben regarded her.

"Ben, there's a lot of things that Max has done that I doubt you know about. We need to talk. We have a lot of catching up to do."

"Okay...well, where are you?"

Kevin answered, "We're at Plumber's Headquarters. We – we're kinda trapped." He shrugged.

Ben looked at Rook, who said, "You do not have to ask."

He smiled, and looked back to Gwen and Kevin on the screen. "We're coming to get you out. Just stay where you are – if you can."

"Okay. It's so good to see you again. After all this time..."

"It's been great seeing you too, Dweeb."

She laughed, and then the connection went off.

. . .

The screen went dark, and Gwen stood there, her hands wrapped around her bronze locket.

"You okay, Gwen?" Kevin asked, his arm wrapped around her shoulders.

She sighed, leaning into him, "After all this time, Ben's alive. Completely okay, and I never even..." Gwen straightened her back and blinked back the tears; she wasn't going to cry in front of Kevin again. She looked at him, smiling. "I'm glad he's alive."

He tightened his arm around her, pulling her closer. "The thing I don't get is how he had no idea. He looked like he'd never even thought of it before."

"Yeah. There's a lot more going on than we know about."

. . .

_Darkness was all-consuming. The only thing that seemed to exist was the everlasting nothingness surrounding him. Surrounding everything._

_Then a very faint light appeared in front of him. It was very distant at first, before it drifted closer to him, and engulfed him. At first, it felt like a relieving touch of death, until shards of ice pierced his insides, ripping him inside out. His scream was not a sound; it was a feeling. Pain personified into one pure entity, clawing its way out of his throat. He slipped deeper into the void._

_Ben could finally see. He was in a room, full of rows upon rows of books and computers...a library? He had never seen the place before, but it had that library-ish atmosphere to it. _

_He had a birds-eye point of view for some reason, and could see very blurred objects within the clearer room, moving around him. If he squinted, he could just make out their outlines, and it brought Ben to the conclusion that they were people. A very mixed bunch of aliens, walking around, conversing casually and quietly with one another. It reminded Ben of what he assumed high-school was like, for some reason._

_Then, he heard a voice. A few voices, actually. About 4 of them. One, he recognised, the others...not so much. He couldn't hear what they were saying; he only knew that they were talking. Everything was muffled, besides his own breathing._

_Silence crept around the room. Ben felt himself being lowered into the middle of the room, and nearly everything was blocked out by the freezing cold light latching onto him, burying him in its overwhelming power. He remembered the light from The Death Ship, and started panicking. As he began to panic, a gust of wind swept around him. He heard screaming, and then the snapping of bones. Oh god, it sounded horrible._

_One voice rang out over the rest. It was a guy's voice. And he said one word. _

"_Run!"_

_He knew that voice! He definitely recognised it! It sounded like...well, call him crazy, but it sounded like Rook._

_The wind swirled around and around harshly, like a tornado. The screaming got louder, but one voice closest to Ben was laughing. In fact, it sounded as if Ben was laughing. Why was he laughing?! Whatever was going on was awful! How was this funny?!_

_More bones snapping. Blood splattering. Body pars being crushed. Petrified screams being cut off by whatever killed their owners._

"_Oh god, make it stop! Make it stop! MAKE IT STOP!" Was all Ben could think of. But nothing he said helped. The sound of people being brutally murdered rattled in his brain; he wanted it to stop!_

_Suddenly, the lights went out, and all was still in the library._

_But the silence was not comforting in the least. The only noise he could hear was the sound of his own snickering, which he was not doing._

_It felt like an eternity had passed before he heard anything else. Someone getting up, shuffling, calling out. Was that Rook again? Why was Rook there anyway?_

_Then, more silence. Ben decided in an instant that the silence was better than what happened next._

_The most blood-curdling, horrified scream Ben had ever heard filled up every corner of his senses. It was like he was bathing in the fear that was filling up the scream. He couldn't imagine someone like Rook even being capable of making such a sound._

"_No...No...Make it stop!" He shouted, but he couldn't even hear himself over the screaming._

_The scream decreased, as though it were being controlled by a volume remote. Then, that nasty voice that sounded just like his, chuckled. "Too much for you?"_

"_Please...Make it go away..."_

"_Leave the child be!" a new voice said. It was female, and gentle. She sounded sympathetic and compassionate._

"_Indeed, there's no point in wasting time like this." Another voice (a brunt male one) agreed._

"_Ugh, fine." His voice gave in, and Ben fell back through the abyss._

Ben woke up with a start. He was back on the escape pod, back in real life. But he could still hear that awful scream, and he felt so cold...

"Ben, are you okay?" Rook asked him. Ben looked up at him, and he looked very concerned. "You fell asleep about 10 minutes ago."

Ben couldn't speak; he felt that if he opened his mouth, he would scream. Or cry. Or puke. Or all 3 at once.

"Are you feeling okay?" Rook asked, a little softer this time.

Ben shook his head.

"A nightmare?"

Ben nodded.

As their seats were close enough, Rook took one arm away from the steering wheel and wrapped it around Ben's shoulders. "There, there..." he said.

The feeling of having someone put their arms (or just one arm) around you when you feel frightened or sick can be the single most wonderful thing to feel.

It was just so comforting to have someone do that. To just be there. For a moment, it almost felt like Ben was safe. Like he had...it may sound silly, but it was true...a big brother protecting him.

"Would you like to talk about it, or would you prefer to leave it be?" He asked, his arm still around Ben's shoulders.

Ben thought for a moment. Then said quietly, "It was...It was like I was stuck in a tornado or something. Then, there were all these people screaming, and dying and..." he looked down, "and this weird light was just everywhere. Just this horrible, freezing light..."

"A cold light?"

"Yeah. It was really, _really_ cold. Why?"

"I..." he began, but then dismissed it, "It is nothing. Do not worry about it."

"No, what were you going to say?" Ben insisted.

Rook stayed silent for a moment, before admitting, "At Plumber's Academy...there was this light. It was cold, very similar to the way you described the light you saw. I believe that the light was what...was what killed the others. I remember falling unconscious when it attacked, and when I woke up..." He took a deep breath, struggling to put the horrific event into words, "...my friends and teachers were all dead."

"Rook, I'm sorry..."

"Do not be sorry. It has nothing to do with you." He forced a smile, holding back the pain. He was not going to put his personal burden on Ben, especially seeing as how frightened he already was after such a horrible dream. It was best if he kept it to himself. "Do you believe you will be okay now?"

"Yeah, thanks." Ben answered.

Deciding that this was the right time to change the subject, Rook stated, "We are approaching Plumber's Headquarters. I have located an area which we can enter undetected."

"Ah, that's good. Then we can contact Gwen and Kevin and get them outta there!"

"It will not be that simple, unfortunately." Rook frowned, "I have tried contacting them, but the devices seem to only work using a one-way system. To put it simply; they can contact us, but we cannot contact them. I am afraid that we will have to fine them, if unless they contact us before we land."

"...Ah, crap. Well, I hope they'll be okay until we find them."

"I hope so, too, Ben."

. . .

The escape pod landed in a dark, desolate part of the Underground station under the main buildings. Rook kept his Proto-Tool by his side, set on the Blast setting.

"The area seems deserted, but it must have security cameras everywhere." Rook said, before they got out.

"I have that covered," Ben said, transforming into a Necrofriggian. "I'll just go all invisible and check the area." He jumped out of his seat, and onto the cold floor of the Underground.

"Be careful, Ben." Rook warned.

"Of course I'll be careful. When it's safe to go, I'll give you the thumbs up, okay?"

"Okay."

Then, Ben became completely transparent, and sauntered off into the darkness. Rook was left alone in the quiet darkness, which was extremely unsettling in itself.

The only thing he could think about were the deaths of the people he once knew, including the death he caused.

The memory of those who had died in the library wouldn't leave him alone. They would haunt him forever. And those young, new students who he'd been showing around the Academy. They were so young, with such promising lives. Manny Armstrong. Helen Wheels. Peirce Wheels. He'd never forget their names. And he'd never forget the rest of those who had died. Who everyone thought he had killed.

And then there was Khyber. One could argue that he deserved to die, but when Rook thought about it, he was only doing his job. And Rook had murdered him. That was one crime he couldn't deny. And he hadn't only murdered him; Rook had tortured the man. And Rook had enjoyed it. He hated himself for it. How could Ben be completely okay with it? After all, he had witnessed Rook do such horrible things.

Rook wondered what his family must have thought of him. He knew his father must think him a killer, but what about the others? His mother, his siblings? Rook wondered if they even knew about the crash.

He never even got to say goodbye.

"Hey!" Ben appeared out of nowhere, and tapped on the window. Quite frankly, he had succeeded in scaring the living shit out of Rook. He jumped, and went to aim the Proto-Tool at the window, before he realised it was Ben. "Dude, chill out. It's only me." And he ran off, "C'mon! This way! No cameras!"

Rook sat there for a moment, took a deep breath, and pinched the bridge of his nose. Now was certainly not the time to be daydreaming about tragedy. He needed to focus; they were in a dangerous place. He needed to keep hold of reality in order to make it out alive. Not just for him, but for Ben. He hadn't questioned why he felt the need to keep the boy safe, but to be honest, now was a bit too late to bother questioning it.

Cautiously, Rook got out of the escape pod and caught up with Ben.

Rook had failed to notice that, while in human form, Ben's hair had nearly completely gone white.

. . .

Max, originally, had never wanted this.

In the beginning, Max had teamed up with Azmuth the Galvan along with several others in order to create Project Omnitrix. It had seemed like a brilliant plan; an evolutionary step towards the next stage of living kind. "An arc, if you like, that will hold the DNA of over a million intelligent species, which can be used to bring them back, should they become extinct." Those were Azmuth's exact words, and at one time Max believed in it. But as time went on, Max realised that the Omnitrix could be used for so much more than an Arc for aliens; it could be used as a weapon. Azmuth firmly argued that using the Omnitrix for such a purpose would only cause death and destruction. And he was right. But Max wasn't going to admit it. Ever.

He hadn't wanted his family to get involved, but when he realised how he could continue work on the Omnitrix, he had to take that chance.

When he realised that Ben wasn't going to make it to his 10th birthday, he decided in a desperate moment that he might as well give it a try. So, he arranged for Ben to be taken to a hospice, got his men to plan out all the paperwork, get a body similar to his grandson's, and pretend he had died. It had pained him to see his son, Carl, so upset at Ben's "death", but it had to be done.

At one point, it may have upset Max to see his grandson put through such procedures – his screams were gruelling – but after a while Max no longer saw him as a boy but as a weapon.

A successful weapon.

Yes, they had been close, but one man's family was not as important as the families of millions. With his grandson as the ultimate weapon, Max could stop every war, every invasion, and every quarrel in the galaxies.

Of course, when Azmuth found out, he demanded that Ben be put under procedures to remove the Omnitrix enzyme from his DNA ("A child, Max! A _child_! A child should not have been put in such pain just so we may create yet another weapon!"). So Max had to get rid of him – even Galvans aren't very smart when their brains are splattered on the walls behind them.

But then, Ben had started clashing with the Omnitrix. He said it spoke to him. Told him what he could do with all that power. It frightened Ben, and Ben couldn't contain the wild power of it. So, Max had to have Ben removed. Max had to start anew, with a human who could control the Omnitrix. Finding another had proven to be difficult. But with Ben out of the picture, he didn't believe it to be too hard.

But then Ben had to survive, didn't he? That little brat always had a knack for being able to stay alive. And now Max had to get rid of him again. And it looked like he had teamed up with that murderer, Rook Something-Or-Other. Hopefully Khyber would have dispatched them by now. He had dealt with killers and brats before.

"Si-sir." Max's communication device came alive with the sudden response. Max sat in front of his desk, and picked up. "Yes, what is it?"

"Th-this is Rozum, from The Death Ship Control Room. Oh my goodness, it's everywhere..."

"Rozum, speak clearly, what is your situation?"

"Everyone...everyone is dead, sir."

"What?!" Max got up out of his chair.

"This...cold...light...just appeared, and then everyone just...ah, there's so much blood."

Cold light? What the hell? "Okay, Rozum. Stay put. I'll be sending some people down to get you."

"Please...hurry, sir! It might come back!"

This day just kept getting better and better...

. . .

**Hello! I hope you enjoyed! And be sure to stay tuned for the next instalment! Any questions or whatever, you know what to do.**

**The Panda**


	9. Chapter 9

**Hello, dear readers.**

**This was interesting for me to write. Let's see if this will be interesting to read.**

**Lots of huggles, The Panda**

Chapter 9

Ben had changed back into his human form, as they approached an elevator in the empty Underground station. The walls were silver, and the well-lit station was strangely empty.

"Ben," Rook said to the boy, "Do you not think it is strange that we have not yet come across any Plumbers? Even in The Death Ship, there was only Khyber and his pet. Though they were not exactly Plumbers."

"Yeah, that is kinda weird," he agreed, "Well, maybe they're just trying to keep the main areas heavily guarded. Besides, you said this was an area where they couldn't locate us as well as any other entrance, so I'm assuming that the reason is because it's not as guarded."

Rook relaxed a little. "I suppose you are right. But I cannot get rid of the feeling that this is too easy. Oh, do not take the elevator; there is most likely going to be a camera in there. The stairs are safer."

"Oh, yeah. Oops."

They began walking up the steep, metallic steps, their footsteps echoing slightly. Ben zipped up his jacket. He began to think that the cold feeling was caused by more than just the tension in the air. But shouldn't being tense make you sweat, because of the adrenalin?

"Rook," Ben begun; a tone of nervousness was detectable in his voice.

"Yes?"

"...When this is all over, I was wondering...Do you wanna be friends?"

Rook smiled at him, "I would like that."

Ben grinned, and they continued walking up the stairs together.

. . .

"Let me see if I can detect him anywhere near the area." Gwen said. She held her locket, and her eyes began to glow again. A few minutes passed before she mumbled, "hey, I'm getting something..." She wondered over to the right side of the room, and Kevin followed.

It had been about 30 minutes since they had managed to talk to Ben. They had concluded that it was safest to set out to find them when Gwen was able to confirm that they were in fact at Plumber's Headquarters. Now, in more normal situations the best thing to do would have been to just stay where you are and wait for them to come to you. But alas, this was not a normal situation in the least. And with Plumbers crawling all over the place (at least all over the upper sections of the buildings), staying where they were felt too much like they were sitting ducks.

So, finally, after checking and checking for any sign of detection, Gwen picked something up. It had been years since she had been in Ben's presence, but she knew it was him immediately. It was like smelling your favourite perfume you had completely forgotten for ages; you still remember.

It was leading them further and further in that direction, through several doors, and down a few suspiciously empty hall ways.

"How low are we? We must be close to the Underground stations by now." Kevin wondered out loud.

"Well, I feel him quite close by, so wherever we are, we won't be too long now." Gwen said, unable to cover up the giddiness of seeing her cousin again.

"You said that, like, 20 minutes ago." He groaned.

"Shut up, I need to concentrate."

But Kevin was an impatient person, naturally. And although he was excited for Gwen, he wasn't exactly thrilled about what was definitely going to be an emotional reunion (he wasn't the best at dealing with that kind of stuff). And plus, the cloud of paranoia looming over their heads wasn't the most pleasant feeling to be dealing with. Introduce someone like Kevin into that situation, and he's bound to get grouchy. Still, getting to meet the guy seemed somewhat cool.

They entered a red hall. The walls were metallic, and slightly reflective. They must have entered another section – the place seemed to be colour-coded on certain floors. Gwen assumed it was to show which floors were more important, or at least what certain floors were used for. She knew the hospitals were always white or silver (though that was mostly for sanitary reasons), training areas were green, weaponry stations were bronze...but she couldn't remember what the red floors were for.

"We must really be getting deep into the centre, huh?" Kevin said, as they wondered down the hall.

"Yeah. I feel closer to the planet's core down here. We're definitely underneath the surface. And I can sense him closer than ever, now..."

Just then, Kevin heard something. It was the sound of people talking. Instinctively, he grabbed Gwen and ran over behind a corner. "What the heck?" She whispered.

"Did you not hear that?" He put his hand against the wall, absorbing the iron-alloy material. His skin turned a deep crimson that matched the surroundings.

"I recognise the voice, Kevin! It's him!" She ran out to the middle of the hall, and standing at the end with Rook by his side, was Ben.

He had (obviously) grown so much since the last time she saw him. And evidently he had dyed his hair, as it was now white, with a few platinum blond and ash brown streaks through it. He looked paler, too.

Gwen stood there for a good few seconds, too astonished to do anything. But the shock subsided, and with a burst of happiness and relief at finally seeing him again, Gwen sped off over to him. She jumped onto Ben, her arms fastened around his neck. It was a highly unprofessional thing to do, but quite frankly she didn't care. Gwen wasn't sure whether to laugh or cry, and so a weird giggly sob escaped her like a hiccup.

Ben laughed, wrapping his arms around his cousin's waist. "Great to see you, too, Dweeb."

She pulled away, grabbing him by the sides of his face. His skin felt cool on her hands. "I can't... I can't believe it's really you. Oh, Ben. I've missed you...everyone's missed you so much!"

"Well, I'm back! I haven't seen you in forever either, Gwen." He smiled, overjoyed at finally seeing his cousin again. After all this time, too. He looked at Kevin, "Dude, have you always been made of metal?"

"If you're gonna make a pun, might as well do it now and get it over with." But he was smiling, too.

"Just give me a minute, I'll think of something." Then he turned to Rook and said, "Rook, this is my cousin, Gwen. And this is Iron Man, her boyfriend."

An awkward silence echoed around the hall.

"Oh, come on! That was priceless! Do you guys have no sense of humour?!" Ben extended his arms dramatically in protest.

"Oh, stop being such a drama queen." Gwen dismissed it, "It wasn't funny to us, and Rook has probably never even heard of it anyway. Have you?"

"Indeed, I have not." He answered.

Ben gaped at him. "You haven't seen Iron Man? Are you kidding?!"

"We can have a movie night later, if it means that much to you." Kevin interrupted. "What I'd like to know is how the hell you guys survived that crash on The Death Ship."

So they explained all that happened on The Death Ship (including their encounter with Khyber).

"So he was up to something." Gwen said. They looked at her and she explained, "We saw him before we came into Plumber's Headquarters." Then she and Kevin explained why they were at Plumber's Headquarters in the first place, which ended in them repeating what Max had told them about Ben and the Omnitrix.

Ben stood there, silent, taking in the information. "So...Mom and Dad think I'm dead? And the Omnitrix...? Max _experimented_ on me?!"

"Oh Ben, I'm so sorry." Gwen said.

"...I can't believe Max would...we were so close..."

"He's changed, Ben. Trying to create the Omnitrix must have made him go crazy." Gwen reasoned.

Ben looked astounded, "But if he experimented on me, why don't I remember any of it?"

"Maybe they brainwashed you," Kevin said. Gwen elbowed him, "Ow! Hey! I'm not trying to joke here, I'm serious. If they were going to experiment on you, it would be easier if you didn't know about it, I guess."

"That...I suppose that would make sense..." Ben slumped his shoulders. Maybe that was also why Max had looked sad when he put Ben on The Death Ship. Not because he was upset that Ben was going to die, but because the experiment he had worked so hard on was going to be thrown away. Ben never thought he would hate his grandfather, but with all this new information about him, that was no longer an impossibility.

"Speaking of which, I have not seen one since we arrived." Rook pointed out, suspicious.

"Actually, he's right. Considering all the stuff that's happened, you'd think they'd be everywhere." Ben agreed, "And there aren't that many cameras, either."

"That many cameras that we can see." Kevin pointed out. Then it dawned on the group.

"Oh god, how did we not think of hidden cameras?!" Gwen said, disappointed with herself, "This is Plumber's Headquarters, for Christ sake! We need to leave, _now_."

They moved to leave, but at that precise moment, little slots opened in the crimson walls. From one slot, a stripy black and silver dart shot out before anyone could even register what happened. The long needle on the end of the dart ripped through the fabric of Rook's black jumpsuit and buried itself deep into his shoulder. He hissed painfully before ripping it out and throwing it on the floor. Yellow, luminescent liquid continued to pump out of the needle onto the floor. It shined grossly like some kind of acidic poison.

"Rook, are you okay?!" Ben ran over to him, but he already fell to his knees.

"Sedatives..." He seethed, gripping his arm, "in the darts..."

"Sedatives?! Oh crap..." Kevin mumbled.

Before they could cover themselves, at least 200 slots opened up, firing darts at them. The darts were fired with such force that they injected themselves into the floor and walls. Neon yellow liquid seeped out of the holes in the walls like glowing puss.

Kevin got the worst: at least 15 pierced his still-metal skin. He managed to pull a few out, but the narcotic chemicals left him unconscious in under a minute.

Gwen managed to dodge a few, but in the end had 6 pierce her skin. She went down slower than Kevin. Before falling unconscious, Gwen realised (far too late) what the red floor was: It was the No Entrance zone – it was decked out with deadly booby traps.

Ben got about 10 in his back, and couldn't reach to pull them out before the entire dose had been injected.

Rook got another 12 all over (not including the first one that hit him), and couldn't stay awake for more than 10 seconds. The sedatives were strong, and they were out before they knew it.

After a minute, a group of armed Plumbers ran in. From behind them, Max Tennyson sauntered in, arms behind his back. He looked at the sorry group; a criminal, a soldier, a doctor and a failed genetic experiment. And not one of them over the age of 21.

_Pathetic,_ Max thought, _I only sent Khyber after 2 of them, and he couldn't manage that? It's no surprise he didn't make it back_. He focused to Gwen. That brat would have killed him with that blast earlier, if he had decided to visit her in person instead of sending a holographic version of himself. She probably didn't suspect a thing.

"What are your orders, sir?" one of the Plumbers asked.

Without looking at her, Max said, "Take the boy back to the lab where he belongs, those 2 can be put into the cells – but obviously not the old ones. Put them in the Death Row cells."

"And the Revonnahgander, sir?"

He regarded Rook for a second, before saying, "bring him with me. I want to have a...little conversation with him."

As they dragged the group away in different directions, nobody noticed that Ben's eyelashes had turned white.

. . .

Ben groggily woke up to a blinding light blazing in front of his face.

Naturally, he moved his arm to shield himself from the light, only to discover that his hands were secured to his sides. Panicky, he moved his head to see what was binding him, and saw that he had been secured to a wall. A long strip of metal went tightly over his chest, as well as several others running over his thighs, ankles, wrists and waist.

The light went off, and he had the chance to look around the room he was in. Everything was sterile white, with computers and other forms of technology thrown about, and several painful-looking pieces of operation equipment were laid out threateningly in front of Ben. To his sides were small ladders and staircases, which were very odd. They looked like they were made for a large doll-house; why were they in a...wherever Ben was?

Speaking of which, where _was_ he? A hospital? Last time he checked, patients weren't chained to the wall during their stay. And was it just Ben, or was it freezing in there?!

_It's just you_, the voice piped up.

"Oh, not you again," Ben mumbled under his breath.

_Do you have a problem with me?_ It giggled.

"Oh, well, I don't know. Most people who hear voices in their head usually do have problems!"

_You're the one hearing me. Doesn't that still make you the one with a problem?_

"Shut up."

_Heh, heh, heh_...the snickering brushed down his back like shards of ice.

A door opened, but nobody walked through. Ben stared, confused, until he looked down at the floor. Walking on their little legs (because that's usually what people use to walk with) were 2 little Galvans. One was a little taller than the other, and wore overalls and a cap. The other was shorter, and a bit fatter than his friend.

"So what were we sent down here for?" The taller one asked. His accent made him sound like a country bumpkin.

"Oh, for the last time, Blukic, we were sent to exterminate some faulty hybrid! That's our job, remember?"

The taller one named Blukic saw Ben and stopped. It was hard to tell if he was surprised judging by his facial expression (seeing as 40% of his head was taken up by his glassy eyes). But he stopped his chubby friend in his tracks, "Driba." He said.

"Oh, what now?" Driba asked, exasperated.

Blukic pointed silently to Ben, and Driba's already-wide eyes widened.

"Uh, hey." Ben said awkwardly.

"Blukic, is that who I think that is?" Driba asked, shocked.

"I believe it is." Blukic answered.

"Are you...?" Driba took a few nervous steps closer to Ben (so he was now about 3 inches closer than he was before), "Are you Ben Tennyson, host of the Omnitrix?"

"Uh, yeah, I guess."

Driba turned back to Blukic, and they quickly discussed something in low voices. Then, they ran up the ladders by Ben's sides. He was just about to ask what they were doing when Driba proclaimed, "We are not going to destroy one of Azmuth's creations!"

"No matter what our orders are!" Blukic agreed.

In no time, the metal strips binding Ben to the wall were removed, and they fell onto the floor with a clank.

"You're...letting me go?" He asked them.

"Yep." Blukic said, "We refuse to be the ones to do such a thing to Azmuth's greatest achievement."

"We are so incredibly sorry about everything that has happened to you, Ben Tennyson." Driba said, "Now go, quickly, before the Plumbers realize you're still alive."

"Won't they kill you for letting me go?"

"Don't worry about us," Driba said hastily, "Go, now!"

He ran to the door, but stopped quickly. "Thank you," he smiled, and ran out.

Driba and Blukic stood there. "I miss Azmuth." Blukic said sadly, taking his cap off.

"Me too, Blukic." Driba replied.

. . .

Kevin mumbled in his sleep.

Gwen stroked his black hair out of his face, as they stood on the floor of the cell. His head was resting on her lap, and she continued to card her fingers through his hair.

Gwen didn't know how long they had been unconscious, but she had woken up long before Kevin had. Hours had passed, and then she had lost count. The places where the darts had injected her still stung and were raised slightly. The effect on Kevin had been slightly different; instead of swelling, he had a bad case of bruising an inch around every prick.

He hadn't woken up once. She tried waking him up, but the sedatives were too strong. She felt very lonely, in the overly-bright cell without anyone to talk to. She could try to talk to Kevin, but he wouldn't hear her or respond, so there was no point.

About half a day must have passed before Kevin opened his eyes. He looked at her, and mumbled, "Hey, beautiful."

She smiled, "Hey, Kevin. How are you feeling?"

He grunted, "Like crap. Are you okay?"

"I'm fine," then she sighed, "We've been here for hours. You've been out cold the entire time. I don't even know where we are."

"Oh, Gwen...that sucks..." He drifted off, and closed his eyes again.

A few moments later, the door slid open, and a team of Plumbers aiming their guns at them stood outside. "Time to go to your execution. Come quietly, or we'll be forced to kill you both on the spot." The one in front said.

Kevin's skin turned the same colour as the cement floor in the blink of an eye, and he jumped up and pounced into the middle of the group.

"Kevin...!" Gwen called out. He grabbed 2 Plumbers by their necks and whacked their heads together, before using another as a baseball bat to knock the others out of his reach.

Quickly, Gwen joined his side. She summoned mana orbs from her hands and threw them at the Plumbers. She always had been good at dodge ball...

The Plumbers were knocked back, but they just kept getting back up. Why wouldn't they stay down?!

As if the other knew what needed to be done, Kevin grabbed Gwen by her waist. He threw her up into the air, grabbed her ankles and spun her round. She created a laser projected out of her cupped hands, and it violently threw the Plumbers into the far wall. They didn't get back up after that.

"Teamwork, huh?" Kevin said.

"So, they did teach you more than how to blow stuff up in the army." Then she turned to him, "How long were you pretending to be asleep for, anyway?"

"Uh, not too long. I was actually unconscious, but then I heard someone out the door, and realised it would be best to surprise 'em like that."

"How did you hear from behind the door?"

"You get taught how to detect stuff that you wouldn't normally detect. Now let's get outta here; don't want any more Plumbers shooting at us."

"Let's go find Ben and Rook, wherever they are..."

. . .

Rook opened his eyes, and was greeted by a pleasantly dark room. There was something peaceful about it; it reminded him of his home. Though he couldn't be home. He remembered then about The Death Ship, the sedatives in the darts...he sat up and moved to grab his Proto-Tool, but he couldn't find it.

His eyes finally adjusted to the darkness, and he discovered that he was lying out in the middle of an empty, dark room. He got up, and saw a gigantic window taking up about 90% of one of the walls. He saw several planets and moons floating harmlessly out in space, and saw one particular planet that caught his eye. It was a deep ultramarine colour, and it was almost glowing in its vibrancy.

It was Revonnah. It was his home.

"So you woke up."

Rook turned defensively to the source of the voice. "Maxwell Tennyson." He said.

The man stepped out of the shadows and laughed, "Come now, no need to be so aggressive."

"You attempted to murder your grandson, you started a war by creating a weapon of mass destruction, you nearly killed us all with what could have been a fatal overdose of sedatives and you sentenced me to death for a crime I did not commit. I would say sorry for not trusting you, but I believe I have every right to be weary of you, Tennyson."

"Hm, well, that can't be helped. Still insisting you're innocent, then?"

"I _am_ innocent."

"If you insist. But that's not why I'm here. I wanted to propose an offer to you."

Rook didn't see the Plumbers lurking in the shadows as Max slowly circled him. "You've seen what Ben's becoming, don't you? The Omnitrix has been clashing with him. You've noticed it, right? Soon, it'll completely take over him, and he won't be the boy we know anymore."

"What is your point, Tennyson?" Rook snapped at him. He did not like this situation at all.

"Be patient. I don't give anyone an offer such as this. It was you who killed Khyber, wasn't it? Of course it was; the Plumbers who picked up his body saw the wound. It matched the shape of the blade on your little...gadget."

He didn't like the way Max looked. There was something artificial about his appearance. Rook held his hand out to grab Max's shoulder, and it just went right through him. Rook pulled his hand back, "A holographic projection?"

"Of course, I'm not stupid enough to just go right up to someone like you in person. You understand. Now," He stopped moving, and stood in front of Rook with his hands behind his back, "Khyber was, let's say, my 'assistant'."

"Your hit-man." Rook corrected him.

"Hm. You could call him that. Well, now he's gone, I find myself without a..._hit-man_. And, seeing as you were skilful enough to bring him down, I was wondering if you'd be interested in the job."

Rook stared at him, "Are you being serious?"

"Of course. Though, your first job is quite possibly one of the most important of your assignments you'll ever be asked to do. Money will be involved, if that interests you."

He stayed silent and stoic, so Max continued, "As I said, Ben will soon become a different person entirely. The Omnitrix's only goal in life is to survive, and it is ruthless. It will do anything to stay alive. That's not the Ben we know. Ben is going through unimaginable pain, though being the brave little guy he is, he never says a word about it."

"You are asking me to...kill Ben?" Rook asked. The words Ben said earlier today echoed in the back of his head. _When this is all over, I was wondering...Do you wanna be friends?_

"It would be putting him out of his misery. I can't bear to think of him being in any more pain than he already is in."

"I refuse."

Max turned to him, "What did you say?"

"I said 'I refuse'. You do not care about the well-being of Ben; you have already proven that. I will not kill him or anyone else for any amount of money. I will not be the _assistant_," he spat the word, "Of a mad, old, sick and twisted sociopath!"

The words echoed around the wide, darkened room. Max appeared to be unaffected by the outburst. "Okay," he said simply, "I didn't want to have to do this, but..."

3 Plumbers grabbed Rook from behind and pushed him down. They held his arms and kept him on his knees, facing the massive window. 2 more Plumbers appeared in front of Max, 1 holding Rook's proto-Tool and the other holding a small black controller with a single red button on it. "On your order, sir." He said.

"Rook, Rook, Rook..." Max shook his head, "If only you took the offer. Well, I've promised the people that all criminals will be punished for their crimes. How exactly they'll be punished, well, nobody specified that."

"What? Tennyson, what do you - ?"

"Hulka." Max addressed one of the Plumbers.

"Yes, sir." He said, and grabbed Rook's head, forcing him to look at his home planet in front of the massive window.

"Tennyson, you aren't going to - ?!" Rook felt a jolt of panic go through him.

"All you had to do was end one boy's miserable life." Max said. Before his hologram vanished, he turned to the Plumber with the control button. "Arnux."

"Yes, sir."

Arnux pressed the circular red button, and the floor underneath Rook shook and vibrated. Pale yellow lasers flashed and shot out from the sides of the window. The lasers shot diagonally, and landed on one point in Revonnah. Rook watched helplessly as a shockwave rippled over the surface, before the entire planet began to shatter into tiny fragments. Then in one go, millions of pieces of the planet exploded and flew away out of its own orbit. The force made every clump of the planet burst into flames.

In less than 10 seconds, Revonnah was destroyed.

He sat there, breathless, shell-shocked, and completely unaware of the world around him. The only thing he could think of was the memories of his planet. His family, his friends, everyone he had ever known. Dead.

Every. Single. Person.

He was the only one left.

It was like his entire life had just been ripped apart and discarded like tissue paper. Everything he stood for, everything he believed in. It had been destroyed. Wiped from the face of existence. He couldn't even see any more of the pieces. They had simply floated away like dissolving bubbles.

Rook took a single, shaky breath. He felt numb, and cold. There was nothing left.

Nothing left but rage.

He heard a Plumber say an order, and felt the barrel of a gun being pressed to his head.

The pure, white hot rage clouded over any other thought in his mind, and he ripped the gun out of the Plumber's hand and shot him in the face. He jumped up quicker than any of the Plumbers could register, and shot another one in the chest. All he could think of was _kill them, kill them all_ repeating itself over and over in his head. Teeth bared and tears flowing, he turned and whacked the plumber named Hulka around the head with the end of the gun before grabbing him and slamming him headfirst into the floor. Rook had gone into a state of total hysteria and he didn't care. Everything he ever loved had been blown to bits in front of him; why the hell should he care about the lives of those who did it?!

One Plumber charged at him with a tazer, and Rook jumped into the air and booted him in the face, knocking him back. He stomped on his neck, feeling the neck break beneath his foot. He picked the tazer up and pressed it against the face of another Plumber. He threw it at another before grabbing an automatic machine gun that one of them had once held and letting the bullets dig into as many Plumbers as it could before running out.

The empty shells fell to the ground with a few little clanks, and the room was still. He looked at the bodies on the floor and counted them.

15 Plumbers. The blood of 15 more people were on his hands.

Earlier that day, he would have felt disgusted with himself. He would have felt sick with all the guilt.

But now, he no longer cared.

He would have laughed at what he did, and at what he had become, but he didn't feel as if there was anything worth laughing for anymore.

Every good memory he ever had now lost its joy. Memories of his school, his friends, even his younger brother, were now just cold, meaningless pictures floating about aimlessly in his mind.

Rook knew that soon, unimaginable pain would set in, and the grief over losing such a catastrophic amount of love would probably be enough to kill him. But for now, he was going to ride along the harsh, angry numbness that he felt right now.

He narrowed his eyes, picked up his blood-stained Proto-Tool, and walked out of the room.

. . .

Ben ran down the hallways of Plumber's Headquarters, not knowing where he was going. But he did know he was going to have to find Rook, or Gwen and Kevin. He had no idea where he was, and didn't fancy the idea of running into a Plumber, so he had to find them.

The frost inside him gripped at his body painfully, making his limbs feel rigid like they hadn't been used in years. But he kept trying to shake it off, and kept going.

He thought about the 2 Galvans who had let him escape, which had pretty much sealed their fate. He didn't want to imagine them dead on the floor, and instead replayed the brief encounter with them. They were nice. Why did they just let him escape, though? They said something about a person named Azmuth...was he the creator of the Omnitrix? Ben had thought that it was Max who'd made it. But considering all the things he discovered about his grandpa, he concluded that Max probably lied about it.

The only thing is...why didn't Ben remember anything about it? In his life, it seemed as if he'd always had the Omnitrix. But there was so much he didn't remember. Why didn't he remember?!

He hurriedly carried on running. The Omnitrix could wait; right now Ben had to find his friends.

He heard footsteps, and hid behind a wall. It sounded like someone dragging their feet. Ben peeked out, and with relief discovered that it was Rook. Ben ran over to him, "Rook, I'm so relieved it's you..." then he stopped when he actually looked at Rook.

His weapon was smeared with blood, and Rook himself was splattered with the crimson stains. But what was more frightening was the way he glared at Ben. That friendliness that Ben remembered always seeing was gone, and replaced with a frozen, fixed stare. Those red eyes were no longer warm and bright; they were darker and ruthless. His eyes were narrowed and he had a frown fixed onto his face.

"Well?" he asked, sharply, "Are we going to find the others or not?" And he walked away swiftly. Ben hesitated before following him. What happened to the old Rook?

Ben had to practically trot to keep up with him. Why was he acting like that? And what was with the blood?

"Rook?" he asked, as he tried to regulate the way he walked to keep up with Rook's quick strides, "Obviously something happened. Won't you say what's wrong?" Rook continued to walk silently and quickly, as if he was trying to lose Ben. Now it was beginning to annoy him. "And won't you slow the hell down?!"

He grabbed Rook's wrist, and he jerked his hand out of Ben's grip, "They blew it up, okay?!" he yelled, looming over Ben. He flinched, but Rook didn't back out of Ben's personal space. Instead, he continued to move forward, making Ben take several steps back. "They blew up Revonnah," he explained coldly, "They made me watch as they destroyed a completely harmless and unthreatening planet – _my_ planet. Everything I had ever cared about burned in front of me! Your grandfather asked me to assassinate you and when I refused he killed everyone I had ever loved!_ DO YOU THINK THAT MIGHT BE WHAT IS WRONG_?!" He towered over Ben (who was noticeably shorter than him), pure anger glistening in his red eyes.

He was incredibly intimidating in this violent state, and Ben honestly didn't know how to react. He thought Rook was his friend! He knew Rook had every right to be angry, but that didn't make him any less scary. That was when lost his footing, and fell on his back on the hard floor. He quickly sat up, and Rook looked unnaturally tall at that angle.

But his anger began to subside, and logical thinking seeped back into his mind, clearing away the blind rage. Then he realised how monstrous he had acted. Rook didn't usually act like this; he'd never let his emotions get the better of him. He must have nearly scared the poor boy in front of him to death! A heavy pang of remorse hit his chest, and he took a very deep breath. "I am sorry, Ben," he apologised in a much calmer, softer voice.

He reached down, and held out his hand to Ben. The guilt stabbed harshly at him when he saw Ben move away slightly. "I did not mean to frighten you, honestly. It was cruel of me to lose my temper and take it out on you. I will not shout anymore, okay?"

Slowly, Ben took his hand, finally deciding he could trust his friend again. Rook was surprised at how cold Ben's hand was as he helped him up.

He was taken aback when Ben practically launched himself at Rook. He wrapped his frosty arms around Rook's sides and buried his face in his chest (as that was how high Ben's head came up to). Rook's first instinct was to try and struggle out of Ben's grip, but then he realised with great sorrow how deprived Ben must have been of something as simple as a hug. Hugs aren't really what you get when you're classed as a failed experiment.

To not even remember when the last time someone hugged you...that was sad. So, Rook returned the embrace, putting one hand on top of Ben's head. The boy was cold all over; he could feel Ben shivering.

Max's words popped up, unwanted, in his mind. _The Omnitrix has been clashing with him. You've noticed it, right?_

Suppressing his own pain (he could grieve after this was over), Rook made sure he would, somehow, help Ben. There must be a way to reverse what had been done.

It wasn't fair.

Everything that had happened...not only to himself and Ben, but to Kevin and Gwen, and their families, and nearly everyone. All the children who had been taken out of school and trained in the army, all the families left incomplete. Parents left childless, partners left without spouses, lives left unlived. So many people whose lives had been destroyed by this forsaken war. And all because Maxwell Tennyson wanted to create a damn weapon!

If anyone deserved to die, it was him.

Slowly, Ben withdrew from the hug.

"Do you want to go and find Gwen and Kevin now?" Rook asked him.

Looking at the ground, Ben nodded.

"Okay." Ben reminded Rook of his younger brother when he was upset. They walked down the hall, and Rook realised Ben was still holding his hand. He saw no harm in it, though, and let him carry on.

He just hoped the others were okay.

. . .

**...well, that turned out to be very interesting.**

**I hope you enjoyed this chapter, and I'll try to write the next soon. **

**See you next chapter...**

**Love from, The Panda**


	10. Chapter 10

**Am I the only one who was reminded of **_**Corpse Party**_** when reading the chapters about The Death Ship? Because I've recently discovered that the similarities between that and Heavenly Host were quite surprising. **

**Anyway, hope you enjoy this, dear readers.**

**Love, The Panda**

Chapter 10

They had no idea where they were going. Inside the labyrinth that was Plumber's Headquarters, of course it was easy to get lost. Certain floors appeared to be colour-coded, but neither Rook nor Ben knew what any of the colours represented. It was not going to be easy to find Gwen and Kevin, but they had to try. They weren't leaving without them.

The twists and turns were getting tiresome, and a few times Rook could have sworn they had ended up in the same spot they had originally taken off on a couple of times. The place seemed endless.

The situation felt more hellish than The Death Ship. Neither of them wanted to go back to that dark, silent void of a prison that was drenched in blood and unspoken anguish, but their current situation was too similar for comfort. The halls, instead of being eerily dark, were wretchedly bright. The bulbs being used on the ceilings were suitable for the searchlights on helicopters, but not in hallways. It was as if the designers purposely wanted to make the Plumbers choose between walking with their heads down or be blinded. While they were 2 different forms of lighting (one being not enough and the other being way over-the-top), they seemed to give off the same unnerving effect.

And the halls had a cramping feeling. 2 people couldn't walk side by side down them without nearly being shoved against the other. And there were just hallways. The lack of any actual open spaces gave the entire building a claustrophobic feeling to it. And it didn't help that a Plumber could come across them at any moment. The paranoia was uncomfortable.

They swiftly turned a corner, but Rook stopped.

"Ben, I do not think you are very well." Rook said to him. Ben was gasping heavily, as if he was going to have a respiratory attack.

"It's...it's okay." He tried to give a reassuring smile, as he strained to focus on Rook, "my vision's just a bit blurry. I'll be fine."

"If your vision is blurred, you are not okay." He said, concerned.

"Don't worry. Let's just find Gwen and...Ugh..." his legs wobbled, and he fell into the wall.

"Perhaps we should stop for a – "

"No!" Ben protested, continuing on, "I'm fine, really. Let's just...just keep moving."

Rook knew he wasn't going to back down, so he sighed and said, "If you insist. But at least lean on me if you need to."

Ben smiled as thanks, and put his arm around Rook's side for support. They continued for some time, though Rook made sure they went at a slower pace for Ben's sake.

The freezing symptoms that Ben had experienced when they were fleeing from Khyber were present, only worse. He was going through a cold sweat, and he couldn't seem to get enough oxygen into his lungs not matter how deep his breaths were. He had the urge to close his eyes and curl up into a ball and stay there, but he knew he couldn't. Besides, even if he gave in to the urge, it would probably end up hurting more than relieving his already-present pain. Every move he made sent a harsh shiver up his spine and onto the back of his head, as if someone was holding an ice-pack onto his skull. He gritted his teeth and tried to push the pain away. Oh god, it felt like it was blowing a gale behind his eyes...

"Uh, Rook?"Ben asked suddenly.

"Yes?" He answered.

"In The Death Ship...why did...why did you stop to help me when I fell?"

Rook looked down to him, "Excuse me?"

"When Khyber was chasing us...I tripped and you helped me up. You could've left me and gotten away, but you...you didn't...why?"

Rook stayed quiet for a few moments. Until he answered honestly, "I could not leave you, knowing he would most likely kill you. I do not believe I was capable of letting you die." Rook thought of the Plumbers he had killed only minutes ago... odd how he had managed to kill them in cold blood and feel no remorse yet feel compelled to help the boy by his side. Perhaps he really was the psychopath everyone had accused him of being...he found it funny how unsurprised he was by the revelation. Maybe he knew all along...

"And...And when you found me in the engine-room-place...you could have left me and walked away...found the escape pod and flew away...but you helped me...you..." Ben lost his footing, and in a moment Rook knew he was going to pass out. He grabbed Ben by the shoulders and rested him against the wall.

"Ben, can you hear me?" He asked as clearly as he could. He crouched next to Ben, whose eyes were trying desperately to stay open. Ben was ice cold. He mumbled something incoherent and weakly tried to get up. But his legs wouldn't comply, and he fell back onto the floor (though he only managed to get an inch off the floor in the first place).

About a minute passed, and Ben just wasn't responding. He had gone to sleep, and while he said the odd broken part of a few sentences, he didn't say anything that proved that he could detect anything around him. Rook knew that they couldn't stay where they were; they had to move. Where were Gwen and Kevin?!

Scooping Ben up in his arms, Rook continued down the hall. Ben shivered visibly in his arms.

. . .

Everything just began to fade away. Ben couldn't grasp onto any of his surroundings. At first he was fine, if not completely out of breath and freezing, then his vision began to slip and decolourize. Then he felt himself falling, but he didn't remember landing. After that...

He tried calling out for Rook, for Gwen, for someone, but he couldn't speak. The coldness was freezing his vocal cords, and blocking out sound. Ben was left alone in his mind.

Ben was left alone with him.

_It's cold in here, isn't it?_

"Leave me alone..."

_But you're entertaining...I might keep you._

"Keep me? What are you talking about?"

_Oh, so now you're interested._

Another voice joined in. It was the voice of the woman from his dream. Again, she sounded gentle and sympathetic. "_Stop toying with him. He's just a child."_

_Why should I care? He's just a host._

"_He's only a human. He cannot do any harm to us. There's no need to be so cruel."_

"What...that is everyone talking about? Who are you people?!" Ben shouted.

Ignoring him, the other voice (the one that sounded like him), sighed. _If things were done your way, Serena, we'd never survive._

Then, Ben felt himself moving. Well, he felt himself being moved. It felt as if someone was picking him up. Then, despite all of the coldness surrounding him, Ben felt something warm. It was like a single ray of sunshine on a foggy, wet night. And he heard a steady (if not rather fast), strong heartbeat. Slowly, he gathered the willpower to open his eyes. He parted his eyelids very slightly, and only for a brief moment.

But he saw Rook. Why did he see Rook? Was Rook carrying him? Well, that would explain the heartbeat.

He closed his eyes again. _Where did you go off to?_ His other voice mocked.

"I said leave me alone!"

There was a strange feeling flowing through his head, like a whirlwind. And then everything was quiet. No-one was talking. All he could hear was the continuation of that heartbeat.

This quiet wasn't bad, however. It was...nice.

. . .

"For a place that's supposed to be the central hangout for Plumbers, you'd think we'd have run into more of 'em by now." Kevin grumbled.

"Don't jinx it," Gwen said miserably, as they wondered down yet another hallway that looked completely identical to the one they had just come from. "Ugh, this is hopeless. How are we gonna find them in this place?"

"Don't say that," Kevin said confidently, as he put an arm around her shoulders, "We will find them. And after we do, we'll kick your jerk grandpa's ass, go home and tell everyone what happened. And who knows? If we get rid of the Omnitrix thing, the war won't have a reason to continue and you'll be able to hang out with your cousin again."

She smiled at him, happy that at least he wasn't as grumpy as she felt.

"Freeze!" someone shouted.

From the other end of the hall, a team of Plumbers suddenly appeared and aimed their weapons at Gwen and Kevin.

"Speaking of kicking ass..." Kevin mumbled, as he put his hand up on one of the walls. His skin turned dark grey, the same colour as the steel-alloy wall.

Before they fired any shots, Gwen put up a wall of mana in front of her and Kevin. He rolled underneath it, and again jumped into the middle of the group like a cat with rabies.

"Soldier boys..." Gwen rolled her eyes, and fired several magenta orbs into the group (obviously making sure she didn't hit Kevin).

She ran into the group with her wall shaped like a shield, knocking several Plumbers flying by the sheer force of it. Various lasers were shot at the shield, only to reflect back to the shooters, hitting them instead of Gwen. She took a moment to check where Kevin was, and she saw that he was hurling one wailing Plumber by their feet and using them as a baseball bat. He had done the same thing when they broke out of the cell, and it did a good job.

She threw one attacker over her head, smashing them into the ground, while Kevin grabbed a gun out of one of their hands and shot at the others in the group. One Plumber grabbed Gwen's arm, and was immediately shot in the face by Kevin. He kicked several into a corner with his steel leg and used up the rest of the bullets on them, before using the empty gun as a melee weapon against the last few standing.

Gwen kicked the last one down, and joined Kevin's side.

"Well," Kevin said, his skin turning back to its usual colour, "that was fun."

"If fighting is what you class as fun." Gwen remarked.

"What do you consider fun, then? Measuring patient's meds, Dr. Tennyson?"

"Shut up. I'm a doctor, not a pharmacist."

"Whatever." And they continued on down the hall, leaving the bodies where they were.

They didn't notice one of them pick up a gun. At least, Gwen didn't.

Kevin, hearing the movement, turned his head round.

But he turned too late. The Plumber fired the gun, and Gwen got hit.

She screamed when the bullet went into her arm, and grabbed at the bleeding wound.

Kevin cursed, and pulled her out of the range of fire. The Plumber fired 2 more times, both times missing the targets, before Kevin booted the gun out of his hands and buried his fist in the Plumber's face. Kevin made sure he was actually dead before leaving him where he was.

He kneeled down to where Gwen was, "Let me see the wound."

"Ugh...It didn't go all the way through." She said through gritted teeth. "It's not bleeding much – I think the bullet is blocking the hole which it entered."

"How would you – oh yeah, you're a doctor..."

She got out a handkerchief and seethed, "I don't think it did too much damage...as long as it didn't hit a blood vessel or bone. I'll be fine."

"Fine? You literally just got shot."

"Yeah, I noticed." She groaned sarcastically as she went to get up, "But right now we need to carry on and find the others. They have to be around here somewhere."

He helped her up, but asked, "Do you not want to rest for a little while?"

"What, and risk running into more Plumbers? The bodies will attract enough attention – we shouldn't be anywhere near here when they're found." She gripped her arm, and continued to walk (with less balance than before, obviously) down the hallway.

. . .

Ben wasn't surprised when the peaceful silence was rudely interrupted. By this point, it was expected.

_If you just let go now, this whole thing will be a lot less painful._

"What are you talking about now?" he asked.

_It's freezing inside, isn't it? All you'd need to do is fall asleep, and the pain will go away._ It said to Ben, its voice soft and tempting.

"What do you want to do? And who are you?" All Ben could see was darkness, and everything was ice-cold.

_How rude of me._ The voice laughed,_ I'm the Omnitrix. Who did you think was talking to you this whole time? All I want to do is stay alive, and you're not really letting me do that. Staying alive isn't that much to ask for is it?_

"I don't understand. What am I doing that's preventing you from staying alive?"

_You're living. There can only be one of us in control of this body. In order for me to survive, you have to die. Are you smart enough to understand that? And besides, you're already dying. Don't pretend you haven't noticed, Ben Tennyson. Your body is failing you. Slowly...you're shutting down, painfully._

He was dying...? No...He wouldn't believe it...

_Whether you choose to shut off now or not, you will die. I'm just saying that shutting off now will save you a lot of pain. If you shut off now, the coldness will go away..._

"I'm not going to die...I'm not going to die...!"

_Yes you are._

"No. I'm. Not!" He felt a surge of energy go through his body, and pulled himself out of the darkness. Regaining feeling in his limbs, he thrashed about and landed on the floor (Rook had dropped him when he started kicking).

"You can't tell me that! I'm in charge, and I'm not going to die!" He shouted at himself. Then he looked around. He was no longer swimming in the dark void of his mind, but instead was in the dark grey halls of Plumber's Headquarters (last time he remembered, the walls were light blue).

He got to his feet and swiftly turned. Rook stood there, looking reasonably confused and stunned.

"Rook, where are we?" he said, surprising himself with how casual he sounded considering their situation.

Rook blinked a few times, before stuttering "Um, we are still at Plumber's Headquarters."

"Still no sign of Gwen or Kevin?"

"No. Ben, your eyes have changed."

"What...?"

"They were green, but now they have turned red." Rook said. "Who were you talking to? Did somebody say you were going to die...?"

"_Just the voice in my head_." He smiled. Then he covered his mouth. He didn't say that. "Who said that?! Omnitrix?!"

Rook stood there as Ben argued with himself. This was extremely worrying. Again, Max's words echoed mockingly in the back of his head. _The Omnitrix has been clashing with him. You've noticed it, right?_

"Ben," he called out to his friend, "can you still hear me? Maybe if we find Gwen and – "

Ben's head turned to the side, to stare at Rook with wide scarlet eyes. "_Oh, I know you._" He said (except it wasn't his voice; it was somebody else talking), "_You've been helping Benji this whole time, huh? How sweet..._" Then he stopped, as if listening out for something, before saying, "_Hurt him? Who said I was going to hurt your friend, Ben? Unless you want me to...Was that why you brought it up?_"

In Ben's mind, all he saw was a mirror. He looked through it and saw who he assumed was the Omnitrix. He looked exactly the same as Ben, only his cold red eyes glared scornfully, and a sadistic side grin was pinned onto his pale face.

"What are you gonna do, then?! Just let me out!"

The Omnitrix sighed, "Maybe if you just gave up already..."

"Never!"

He frowned angrily, "Give up!"

On the outside, Ben had transformed into a Conductoid, and grabbed his head in exasperation, "_Do you want me to hurt you?! To hurt your friends?! Just die already, you little brat!_"

Then he swirled around, and in his normal voice, shouted to Rook, "Rook, run! Now!"

"But what about you?!"

But Ben then switched forms into a Galvanic Mechamorph, and yelled, "_Did I give you permission to talk?! You little brat! I could kill you in an instant if I wanted to!_"

"Then why don't you?!" Ben screamed at the reflection in his head, "If I'm so weak that 'm gonna die anyway, why not kill me now? Why haven't you tried killing me before? It's because you can't!"

"You talk about killing?" The Omnitrix mocked from the other side of the mirror, "you should talk to your buddy about it! He knows a lot more about murder then you do."

"Rook didn't kill anyone! Don't you dare say that about my friend!"

"Ha, of course, you would be stupid enough to believe that. But surprisingly, it is the truth."

"Of course it – wait, how would you know?"

The Omnitrix laughed, "Because it was me that killed all his friends."

Ben stared at his proud expression. "What?"

"Remember that oh-so-frightening dream you had, about a strange room where people were screaming and dying? And there was that freezing cold light? That was me." He giggled madly, "You'd be surprised how easy it was to escape from that lab and come back, without anyone knowing. So yeah, your friend got the blame for those murders. But oh well."

"Why...Why would you do such a thing?!" Ben shouted at him.

He shrugged. "I was bored. Do I need a better reason?"

"And...The light I saw on The Death Ship..."

"Me as well. Though, you were hallucinating a little bit. I was with you the whole time, but for some reason you could only see me once you got to that engine room. Your precious aliens tried warning you to keep away, but they don't have enough consciousness to put up much of a fight. And in case you were wondering, it was indeed me who crashed that ship. If I hadn't, we'd both be dead by now!"

"You...You're sick..."

"You see now? I can and will kill as I please. If you want another demonstration, Rook is still alive and in our presence..."

"No! I told you not to hurt him!"

The Omnitrix sneered, "I don't remember agreeing to take orders from you."

Ben shifted from a Galvanic Mechamorph into an Appoplexian, and turned to Rook, growling.

"Ben...? Is that you?" He said, taking a step back.

Without so much as a grin, Ben/Omnitrix pounced onto Rook, throwing them both back several feet into the air before crashing onto the ground.

"_Next time, try not giving me orders, Ben Tennyson!_" He roared murderously.

"NOOO!" Ben screamed at the mirror, before smashing it to pieces with his clenched fist. The Omnitrix's anguished scream faded out as the fragments fell away, out of the abyss of Ben's mind.

He was himself again.

He felt himself change back into his human form, and with a sigh he stood up.

But the triumphant feeling halted, and was replaced with dread once he saw what was in front of him in real life.

Rook wasn't moving.

"No, no, Rook...!" he ran over to Rook's side, and knelt down. Rook's eyes were closed, and 2 big gaping puncture wounds were seeping blood from his chest. His breathing was shallow, and he wasn't waking up. A trail of blood was dripping from his mouth, and a pool of it was spreading across the floor. Ben tried putting his hands over them, but the blood pushed against his hands and spurted like fountains between his trembling fingers.

He didn't know what to do. Rook wouldn't stop bleeding!

Rook coughed up some more blood, and his eyes opened ever so slightly.

"Rook! It's okay; you're going to be okay, buddy." Ben said, panicky. He knew he was going to cry, but he couldn't stop himself.

"Ben," Rook whispered, his voice very soft and slow, "After this is over...Do you still want to be friends?"

Tears flowing down his cheeks, Ben simply nodded, stunned at the question.

Rook smiled slightly. Then his eyes closed again, and his breathing slowed down even more. The pool of blood reached from both sides of the walls.

"Rook? No, Rook! Please wake up!" Ben shouted, but Rook couldn't seem to hear him. Ben put his arms around his friend, and pulled him closer. His blood soaked into Ben's jacket and pants. "One friend," he whispered, "All I wanted was one friend...Is that too much to ask for?" Looking down at his friend's peaceful expression, he continued, "Rook...I'm so, so sorry...!"

He thought of Gwen and Kevin...maybe they had been killed as well by now. "Everyone...I'm sorry...if I had just died when I was younger...none of this would have happened."

Rook looked so peaceful. Ben couldn't hear him breathing anymore, nor could he feel a heartbeat. Holding him close to his chest, Ben said, "Buddy, please...don't die..."

"Ben!" He looked up, and saw Gwen holding her bloodied arm, at the end of the hallway. With Kevin behind her, she ran over to him. She knelt down in front of him, and took her hand off her arm. She placed it on the middle of Rook's chest, and her eyes glowed pink. She checked for any remaining life energy in him. Slowly, she looked up to Ben with sad eyes, "Ben, I'm so sorry."

Kevin stood behind Gwen, and put his hand on her shoulder, as Ben burst into tears.

"Aw, look what happened." Ben turned his head, rage building up as he heard the sarcasm in _his_ voice.

"Max." He said, as Gwen and Kevin turned to see that they had been surrounded by masses of Plumbers. Max stood, with his arms behind his back, at the front of the group.

"Make a single move, and you'll be joining your friend in Hell." He said. "Well, Ben, look what happened here. The first friend you make is not only a killer, but a dead one."

"How dare you..." he put Rook's body down, and lifted himself up off the ground.

"I told you not to move." Max said, and the last thing Ben remembered was the sound of gunshots.

. . .

Ben felt as though he was floating through time and space. But he knew he wasn't. In an instant, he realised he was in the chasm of his mind again.

"What am I doing here...?" He asked himself. His voice echoed around the nothingness.

"This was a last resort, child."

He turned himself around, and saw 2 giant green masks. One had feminine features, and had a sweet smile fixed onto it, while the other looked old and masculine, with an angry frown set upon it.

"Who said that...?" Ben asked.

"That would be me." The feminine mask answered. The voice was the same as the gentle female voice he heard in his dream.

"You...your name is Serena, isn't it?"

"Why, yes, my dear!" She smiled, "I am the voice of love and compassion! And this is Bellicus, the voice of rage and aggression."

"Surely you should have known who we are! Do you not remember us?" Bellicus scorned him.

"That was The Omnitrix, Bellicus. This boy is much nicer, if not so...educated." Serena said. Bellicus simply grumbled.

"Why am I here? Shouldn't I be dead? Max shot us, so..."

"She said this was a last resort, didn't she?" Bellicus huffed. "In a last attempt to survive, you transformed into a being known only as Alien X."

"I can still transform? Does that mean the Omnitrix is still alive?!" Ben asked.

"Oh no, dear, don't be silly. But his instinct to stay alive has lived on in you. But don't worry; he's gone now." She reassured him.

"Unfortunately," Bellicus said, "the action you automatically took was to freeze time. If you were to unfreeze time, you'd have the opportunity to kill Maxwell Tennyson. Slowly and painfully, like he deserves. But you wouldn't be able to protect your friends. It's already too late for them."

Ben thought about it. He saw Rook's blood, still soaking wet on his jacket, and thought of how good it would feel to rip Max's head from his shoulders. But then he thought of his cousin, and of her boyfriend. Was he willing to sacrifice their lives for revenge...?

"Is there nothing else I can do then?" Ben asked.

"Well, there is _one_ other option..." Serena said thoughtfully.

"But it requires a huge amount of concentration and strength. I wouldn't recommend it." Bellicus said quickly.

"Why? What is it?"

Serena and Bellicus shared a look, before Serena explained, "There is a reason why Alien X is so powerful, Benjamin."

"That reason," Bellicus finished, "Is because of its ability to alter reality."

"To alter reality..." Ben echoed, realising the immense power. He would admit that instead of feeling powerful himself, he felt afraid of the potential damage. If he took that option, and did one thing wrong, reality could be destroyed.

"But...If I took that option, I could create a world where the Omnitrix didn't exist, right? Where I never had cancer, where Gwen and Kevin were still friends, and where Rook wasn't dead...?" He looked up at them both.

"Yes, but it's very dangerous. One wrong move and you might just destroy everything." Bellicus reminded him.

"And it would kill you!" Serena told him, "If you created a universe without the Omnitrix, then you would disappear completely. While your new universe would be real, you wouldn't. A new Benjamin Tennyson would take your place. It would be as though you yourself never existed."

"But the people I love would be safe...they would be happy."

"Yes, if you make your universe like that."

"Then I choose that option."

"You're sacrificing yourself for a better world you would never get to live in?" Serena asked.

"Yes. My friends deserve a good life. One that doesn't end in bloodshed. And if I have to die for them to be happy...then so be it."

"Benjamin, you are so very, very brave..." Serena said to him with a smile.

"We will be with you until your last moments." Bellicus said.

Ben nodded, "Well, let's create the new world."

. . .

**Hey guys!**

**Well, that was fun to write. I hope you lot enjoyed it, too :D**

**Not to worry, the story isn't over! A little more to go, dear readers!**

**Lots of love, The Panda**


	11. Chapter 11

Chapter 11 – Epilogue

"Well, look who finally appeared from his extra classes!" Ben called out.

He and Gwen sat on a silver bench under a tree, on Plumber's Academy campus. Rook walked over from the building to them. "I would recommend you take up at least one more extra class, Ben." He said as he sat next to his friend. "There is never too much to learn. And you _are_ always complaining about being bored."

"He's right, Ben. You're always moaning about having nothing to do during your free time." Gwen agreed.

"I'm already taking a bunch!" Ben protested. "Besides, I'm not a nerd like you guys. I'm cool."

Just then, Zed, Kevin's Anubian Baskurr jumped up onto Ben's lap and started licking his face like there was no tomorrow.

"BA HA HA HA HA HA!" Kevin hollered from behind as he sat next to Gwen. "Did you hear yourself just now?!"

"Shut up, Kevin." Ben said, as he pushed Zed off his lap.

She trotted round to nudge on Rook's arm, who petted her head. "I am surprised that our headmaster allowed you to keep Zed with you, Kevin." He said.

"Yeah, as long as she doesn't attack anyone or rip the place up, she can stay."

"So Rook," Gwen said, getting out one of her books, "you looking forward to Weapon Combat Training after lunch?"

"Definitely," he smiled, "Though I still do not see why Professor Hulka will not let me use my own Proto-Tool during training."

"You know what he's like about students who improvise." Ben shrugged. Just then, Magister Coronach appeared with some teenagers Ben didn't recognise and called out to Rook.

"I have to go – I promised I would show some new students around."

"Hey, can I come with you?" Ben asked.

"Of course, Magister Coronach will not mind. We will see you later." They got up, and walked over to Magister Coronach.

"Hey. You ready?" Coronach asked them.

"Yes, Magister." Rook answered.

He gestured to the students behind him, "The big guy's called Manny Armstrong. The young lady's name is Helen Wheels and this is her brother, Pierce. Kids, this here is Rook Blonko, probably one of the best students I've ever taught. This is Ben Tennyson, he's...eh."

"Hey!" Ben said.

"I'm only joking!" Coronach chuckled. "Okay, I'll leave you boys to it." And he walked off to attend to his usual business.

"Well, let's get this done! Come on, guys, we've got a lot to show you." Ben said, and they entered the main building of Plumber's Academy.

. . .

The sky was blue, and the sun was shining peacefully.

Ben floated above Plumber's Academy, looking down at all the students. None of them could see him, but he could see them.

"That's the last of it. The last part of your universe, perfectly complete." Serena said to him, a hint of sadness in her gentle voice. "Now it's time for you to disappear."

"I concur, all things must end, Benjamin Tennyson." Bellicus agreed.

He smiled down at the world he had created, and silently wished for his friends to have happy lives. Then, he replied to the voices, "Okay. It's been fun."

"We shall remember you, Benjamin." Serena told him.

"It's okay; you don't have to remember me." He said. "It's time to let go. I'm ready."

And with those last words echoing in the air, Ben Tennyson tilted his head back and closed his eyes. With a small smile, he faded away.

Benjamin Tennyson became nobody's memory.

. . .

"Ben?" Rook called out, before they entered the building.

Ben was looking up to the sky, feeling incredibly happy for a reason he couldn't fathom. He turned back to his friend, "I'm fine. I'll catch up, buddy."

Rook nodded, and gestured for the 3 younger students to go into the Academy.

Ben looked up to the clouds with his bright green eyes, and smiled. He probably looked like an idiot to anyone who was watching him, but he didn't really care. With a content sigh, Ben walked into the academy, to catch up with his friend.

**The End**

**Lots of love, The Panda**

. . .

_When you feel my heat_

_Look into my eyes_

_It's where my demons hide, it's where my demons hide_

_Don't get too close_

_It's dark inside_

_It's where my demons hide, it's where my demons hide_


End file.
